029 Group SE

M&A Activity • Oct 18, 2013

News Details

Takeover Bids | 18 October 2013 13:25

Correction;

Target company: KHD Humboldt Wedag International AG; Bidder: AVIC International Engineering Holdings Pte. Ltd.

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.

—————————————————————————

[Non-binding convenience translation]

Voluntary Takeover Offer ISIN: DE0006578008 / WKN: 657800

Target: KHD Humboldt Wedag International AG; Bidders: AVIC International

Engineering Holdings Pte. Ltd., Europe Project Management Pte. Ltd., Europe

Technology Investment Pte. Ltd., Europe Engineering Holdings Pte. Ltd.

Correction of the publication as of 11 October 2013 regarding the decision

to make a takeover offer, pursuant to Section 10 para. 1, 3, Sections 29

para. 1, 34 of the Securities Acquisition and Takeover Act (WpÜG)

Bidders:

AVIC International Engineering Holdings Pte. Ltd.

10 Collyer Quay #27-00

Ocean Financial Centre

Singapore (049315)

and

Europe Project Management Pte. Ltd.

10 Collyer Quay #27-00

Ocean Financial Centre

Singapore (049315)

and

Europe Technology Investment Pte. Ltd.

10 Collyer Quay #27-00

Ocean Financial Centre

Singapore (049315)

and

Europe Engineering Holdings Pte. Ltd.

10 Collyer Quay #27-00

Ocean Financial Centre

Singapore (049315)

Target:

KHD Humboldt Wedag International AG

Colonia-Allee 3

51067 Cologne

Germany

On 11 October 2013, AVIC International Engineering Holdings Pte. Ltd.

(‘AVIC Engineering’), Europe Project Management Pte. Ltd. (‘Europe Project

Management’), Europe Technology Investment Pte. Ltd. (‘Europe Technology’)

and Europe Engineering Holdings Pte. Ltd. (‘Europe Engineering’) (AVIC

Engineering, Europe Project Management, Europe Technology and Europe

Engineering together the ‘Bidders’) published their decision to make a

takeover offer, pursuant to Section 10 para. 1, 3, Sections 29 para. 1, 34

of the Securities Acquisition and Takeover Act (WpÜG) (‘Initial

Publication’).

Upon request of the Federal Financial Supervisory Authority (BaFin) the

Bidders correct the Initial Publication as follows:

Unlike stated in the Initial Publication, the Takeover Offer will not be

subject to the condition precedent of obtaining an approval from the

shareholders of AVIC International Holdings Limited, Hong Kong, but instead

will be subject to the following condition precedent: All necessary

approvals of the Stock Exchange of Hong Kong Limited (‘HKSE’) have been

obtained and the other requirements pursuant to the HKSE Listing Rules and

the applicable corporate laws, which are necessary to obtain, either in a

written voting procedure or at the general shareholders’ meeting, the

approval of the major transaction and connected transaction within the

meaning of Rules 14.40, 14.33, 14A.17, 14A.18 and 14A.19 of the HKSE

Listing Rules from the shareholders of AVIC International Holdings Limited

have been fulfilled.

Otherwise, the Initial Publication shall remain unaffected.

This notice is not an offer to buy or the solicitation of an offer to sell

shares in KHD Humboldt Wedag International AG (‘KHD Shares’) or other

securities. The final terms and conditions of the intended offer will be

published in the offer document following the approval by the Federal

Financial Supervisory Authority (BaFin). Investors and holders of KHD

Shares are strongly recommended to read the relevant documents relating to

the takeover offer, once they have been published by the Bidders, since

they will contain important information. Investors and holders of KHD

Shares can access these documents, once they have been published, on the

website http://www.avicgo1.de. When the offer document has been published,

it will also be available free of charge at a location, which is still to

be determined, and be sent free of charge to investors and holders of KHD

Shares upon request.

Singapore, 18 October 2013

AVIC International Engineering Holdings Pte. Ltd.

Europe Project Management Pte. Ltd.

Europe Technology Investment Pte. Ltd.

Europe Engineering Holdings Pte. Ltd.

End of the Notice under the Securities Acquisition and Takeover Act

Listed: Target: Regulated Market of the Frankfurt Stock Exchange (General

Standard)

End of WpÜG announcement

18.10.2013DGAP’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 in Frankfurt (General Standard); Freiverkehr in

Berlin, Düsseldorf und Stuttgart