M&A Activity • Jul 16, 2001
M&A Activity
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News Details
Ad-hoc | 16 July 2001 08:11
Allianz AG english
Ad hoc announcement transmitted by DGAP. The issuer is solely responsible for the content of this announcement. ——————————————————————————– Takeover Bid by Allianz an overwhelming Success Allianz secures future majority in Dresdner Bank with more than 95 percent – acceptance of the offer exceeds 92 percent The vast majority of Dresdner Bank shareholders accepted the takeover bid by Allianz. They tendered more than 92 percent of the free floated shares under the takeover bid by Allianz. Taking into account the previous shareholding in Dresdner Bank and the forward purchases made prior to the start of the offer period the majority holding of Allianz in Dresdner Bank will in future exceed 95 percent. The figures given are based on the preliminary result provided by the supporting banks. The final result will be published by July 20, 2001. The settlement of the transaction will be completed on July 23, 2001. These assessments are, as always, subject to the disclaimer provided below. end of ad hoc announcement (c) DGAP 16.07.2001 Issuer’s information/explanatory remarks concerning this ad hoc announcement: Cautionary Note Regarding Forward-Looking Statements Certain of the statements contained herein may be statements of future expectations and other forward-looking statements that are based on management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. In addition to statements which are forward-looking by reason of context, the words “may, will, should, expects, plans, intends, anticipates, believes, estimates, predicts, potential, or continue” and similar expressions identify forward-looking statements. Actual results, performance or events may differ materially from those in such statements due to, without limitation, (i) general economic conditions, including in particular economic conditions in the Allianz Group’s core business and core markets, (ii) performance of financial markets, including emerging markets, (iii) the frequency and severity of insured loss events, (iv) mortality and morbidity levels and trends, (v) persistency levels, (vi) interest rate levels, (vii) currency exchange rates including the Euro – U.S. dollar exchange rate, (viii) changing levels of competition, (ix) changes in laws and regulations, including monetary convergence and the European Monetary Union, (x) changes in the policies of central banks and/or foreign governments, (xi) the impact of our pending acquisition of Dresdner Bank, including related integration issues, and (xii) general competitive factors, in each case on a local, regional, national and / or global basis. The matters discussed in this release may also involve risks and uncertainties described from time to time in Allianz AG’s filings with the U.S. Securities and Exchange Commission. Allianz AG assumes no obligation to update any forward- looking information contained in this release. The Offers are not being made in or into, and they may not be accepted in or from the United States, Canada, Australia or Japan. Accordingly, the Offers do not extend to the American Depositary Shares of Dresdner Bank Shares. Copies of this document and any related materials arenot being and should not be mailed or otherwise distributed or sent in or into the United States, Canada, Australia or Japan. The Allianz Shares offered hereby, as well as the Dresdner Bank Shares tendered into the Allianz Tender Offer that are traded on the Frankfurt Stock Exchange in packages of 10 (ten) Dresdner Bank Shares or Allianz Claims, have not been and will not be registered under the U.S. Securities Act, nor under the laws of any state of the United States, and may not be offered, sold, resold or delivered, directly or indirectly, in or into the United States except pursuant to an exemption from the registration requirements of the U.S. Securities Act. This Document does not constitute an offer to sell or the solicitation of an offer to buy Allianz Shares, Dresdner Bank Shares tendered into the Allianz Tender Offer that are traded on the Frankfurt Stock Exchange in packages of 10 (ten) Dresdner Bank Shares or Allianz Claims in the United States, Canada, Australia or Japan or in any other jurisdiction in which such an offer or solicitation is unlawful. Persons wishing to accept the Offers must not use the United States, Canadian, Australian or Japanese mails or any means or instrumentality (including, without limitation, facsimile transmission, telex or telephone) of interstate or foreign commerce of or any facilities of a national securities exchange of the United States, Canada, Australia or Japan for any purpose directly or indirectly related to the acceptance of the Offers. Acceptances or other documents in respect of the Offers should not be postmarked in the United States, Canada, Australia or Japan or otherwise dispatched from the United States, Canada, Australia or Japan. All accepting shareholders must provide addresses outside the United States, Canada, Australia or Japan for the receipt of Allianz Shares and the cash consideration, or for the return of any documents. ——————————————————————————– WKN: 840400; Index: DAX-30; EURO STOXX 50 Listed: Amtlicher Handel in Berlin, Bremen, Düsseldorf, Frankfurt, Hamburg, Hannover, München, Stuttgart; EUREX; Swiss Exchange, London, Paris, NYSE 160811 Jul 01
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