Palfinger AG — Share Issue/Capital Change 2013

Sep 30, 2013

publication: 30.09.2013 08:05 source: http://adhoc.pressetext.com/news/1380521100517 keywords: capital increase / participation / new shares

Adhoc announcement according to article 48d section 1 BörseG

PALFINGER AG: PALFINGER and SANY are planning to further expand their strategic partnership

Salzburg / Beijing (pta009/30.09.2013/08:05) - - Agreement in principle reached on mutual participations of 10 per cent each - Capital increase without subscription rights planned at PALFINGER

An agreement in principle has been reached governing the further expansion of the strategic partnership of the Austrian-based PALFINGER AG and the Chinese SANY Group. This partnership, which was formed last year and has already been implemented via two joint ventures, is now to be expanded by way of acquiring a 10 per cent economic interest in each other's companies.

Half of the stake in PALFINGER AG to be acquired by SANY Heavy Industries (i.e. 1,863,258 shares) is to take the form of new shares issued to SANY from the authorized capital of PALFINGER AG; the other half of the stake is to be effected through the acquisition of existing shares from the Palfinger family. The price payable by SANY will be EUR 29.00 per share. As a result of the Palfinger family's willingness to support SANY's participation by selling a portion of their existing stock ownership, the expansion of outstanding shares of PALFINGER AG will be limited to the 5 per cent of newly issued shares. In return, PALFINGER AG will acquire a 10 per cent interest in SANY's lifting business. SANY Lifting is the unit within the SANY Group that specializes in mobile, tower and crawler cranes and is of a comparable size to PALFINGER AG. The interlinking of the two groups will presumably also be reflected in the supervisory boards of both organizations.

Xiang Wenbo, President of the SANY Group, explains: "For SANY, the close cooperation with PALFINGER represents a major step in the direction of the global market. Together with PALFINGER, we can develop the globalization of SANY from a Chinese perspective. We are excited about the quick success of both joint ventures. The consolidation and expansion of our strategic partnership will make an important contribution to SANY's further growth."

Herbert Ortner, CEO of PALFINGER AG, is delighted: "This desired consolidation of our strategic partnership is the basis for the further expansion of our proven cooperation. Together we have achieved a great deal in one year, and we are extremely pleased with the success scored in the Chinese market. To PALFINGER, this partnership with SANY is of great importance. Moreover, SANY Lifting is an attractive investment."

Hubert Palfinger jun., Deputy Chairman of the Supervisory Board of PALFINGER AG, adds: "We support SANY's participation and are happy to have a strong partner on board as the second largest shareholder. This mutual interaction will strengthen both groups. Working side by side with our Chinese partners is an enrichment at all levels, not just operationally in business, but also culturally and personally."

Now that an agreement in principle has been reached, the final contracts will be drafted in the weeks to come. The implementation of the transaction will thereafter be subject to Chinese regulatory approvals and approvals by the supervisory board of PALFINGER AG and the board of SANY Heavy Industries, as well as to the positive conclusion of a court-appointed contribution-in-kind-auditor assessing the interest to be acquired by PALFINGER AG.

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