E.ON SE

M&A Activity • Mar 6, 2007

News Details

Ad-hoc | 6 March 2007 20:21

E.ON withdraws by-law changes as condition of offer

E.ON AG / Acquisition

Release of an Ad hoc announcement according to § 15 WpHG, transmitted by
DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.

---

E.ON AG withdraws the condition of its takeover offer requiring Endesa’s
Shareholders Meeting to pass certain changes to Endesa’s by-laws.

Following the entrance of Acciona and Enel, it is E.ON's view that the
final capital ratios at Endesa are the decisive matter. E.ON intends to
concentrate entirely on this matter and simplify the process.

E.ON’s takeover offer has until now been subject to the following
condition:

'The shareholders meeting of Endesa must pass the following changes to
Endesa’s by-laws: amendment of Article 32 of the by-laws in order to
eliminate the limitation of voting rights; amendment of further articles of
the by-laws in order to remove the requirements concerning the composition
of the Board of Directors and the qualifications on the appointment of a
director or a chief executive officer.'

E.ON states that it is withdrawing the above-named condition.

The other condition of E.ON’s takeover offer—that E.ON acquires at least
529,481,934 shares of Endesa, representing 50.01 percent of its capital
stock, through the tender offer—remains unchanged.

DGAP 06.03.2007

Language: English
Issuer: E.ON AG
E.ON-Platz 1
40479 Düsseldorf Deutschland
Phone: +49 (0)211 4579-0
Fax: +49 (0)211 45 79-5 01
E-mail: investorrelations@eon.com
www: www.eon.com
ISIN: DE0007614406
WKN: 761440
Indices: DAX, EURO STOXX 50
Listed: Amtlicher Markt in Berlin-Bremen, Frankfurt (Prime Standard),
Hannover, Düsseldorf, Stuttgart, München, Hamburg;
Terminbörse EUREX; Foreign Exchange(s) Mailand, NYSE

End of News DGAP News-Service

---