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029 Group SE

M&A Activity Jul 15, 2014

4544_rns_2014-07-15_3a383e72-ad50-4be1-af78-20602c1fe106.html

M&A Activity

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News Details

Takeover Bids | 15 July 2014 15:26

Takeover Offer;

Target company: Homag Group AG; Bidder: Dürr Technologies GmbH

Dissemination of an announcement according to the German Securities

Acquisition and Takeover Act (WpÜG), transmitted by DGAP – a company of

EQS Group AG.

The bidder is solely responsible for the content of this announcement.

—————————————————————————

Offeror: Dürr Technologies GmbH

Carl-Benz-Straße 34

74321 Bietigheim-Bissingen

registered in the commercial register of the local court Stuttgart under

HRB 748980

Target company: Homag Group AG

Homagstraße 3-5

72296 Schopfloch

registered in the commercial register of the local court Stuttgart under

HRB 440649

Ordinary shares: ISIN DE0005297204

The shares of the target company are listed in the regulated market (Prime

Standard) of Frankfurt Stock Exchange and are traded in the over the

counter market (Freiverkehr) in Berlin, Düsseldorf, Hamburg, Hannover,

München and Stuttgart.

The offer document and other information relating to the takeover offer

will be published on the internet at:

http://www.durr.com/investor/acquisition-homag/

Dürr Technologies GmbH, a wholly owned subsidiary of Dürr AG, Stuttgart,

has decided on 15 July 2014 to offer to the shareholders of the target

company to acquire their no par value bearer shares in the target company,

with a notional nominal amount of EUR 1.00 each, by way of a voluntary

public takeover offer against a cash consideration of EUR 26.35 per share.

The offer will be made subject to the terms and conditions which are to be

set out in the offer document, in particular the approval by the relevant

antitrust authorities.

Several major shareholders have entered into share purchase agreements with

Dürr Technologies GmbH for the shares in the target company held by them;

this is equivalent to approximately 53.7% of the shares in the target

company. The closing of the share purchase agreements is subject to merger

control clearance by the relevant competition authorities. In addition, it

has been agreed that Dürr will accede, shortly before closing of the share

purchase agreement, to the existing voting pool of the Schuler family and

the Klessmann foundation with 3% of the shares, which are sold under the

share purchase agreement with the Schuler family and the Klessmann

foundation.

Important note: This announcement is neither an offer to buy nor an

invitation to submit an offer to sell shares of Homag Group AG. The final

terms of the takeover offer as well as further conditions relating to the

takeover offer will be announced in the offer document following the

approval of the publication of the offer document by the Federal Financial

Services Supervisory Authority (Bundesanstalt für

Finanzdienstleistungsaufsicht). Investors and holders of shares of Homag

Group AG are strongly advised to read the offer document as well as any

other documents relating to the offer as soon as they are published, as

they contain important information.

Bietigheim-Bissingen, 15 July 2014

Dürr Technologies GmbH

The management

Contact:

Dürr AG

Günter Dielmann/Mathias Christen

Corporate Communications & Investor Relations

Phone +49 7142 78-1785/-1381

Fax +49 7142 78-1716

E-Mail [email protected]

End of WpÜG announcement

15.07.2014DGAP’s Distribution Services include Regulatory Announcements,

Financial/Corporate News and Press Releases.

Media archive at www.dgap-medientreff.de and www.dgap.de

—————————————————————————

Listed: Regulierter Markt Frankfurt (Prime Standard), Freiverkehr Berlin,

Düsseldorf, Hamburg, Hannover, München und Stuttgart

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