Siemens AG — M&A Activity 2010

Dec 14, 2010

News Details

Ad-hoc | 14 December 2010 22:19

Siemens Aktiengesellschaft: Siemens to sell Siemens IT Solutions and Services to Atos Origin

Siemens Aktiengesellschaft / Key word(s): Miscellaneous

14.12.2010 22:19

Dissemination 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.

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Siemens AG will merge Siemens IT Solutions and Services into Atos Origin.
In exchange, Siemens will receive 12.5 million newly issued shares of Atos
Origin with a value determined for the transaction of EUR 414 million,
representing 15 percent of the new company's total share capital, with a
five-year lock-up commitment. Siemens will also receive a cash component of
approximately EUR 186 million. In connection with the sale, Atos Origin
will issue a five-year, EUR 250-million convertible bond. Atos Origin will
receive from Siemens a seven-year, EUR 5.5-billion outsourcing contract.
Furthermore, Siemens will provide extensive support in order to foster the
company's business success, among others up to EUR 250 million to the
integration and training costs and further protections and guarantees.
Overall, Siemens expects a considerable negative earnings impact in fiscal
year 2011. The transaction, which is still subject to regulatory approval
and approval by governing bodies of Atos Origin, is expected to be
completed in July 2011.

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Information and Explaination of the Issuer to this News:

This document contains forward-looking statements and information - that
is, statements related to future, not past, events. These statements may be
identified by words such as 'expects,' 'looks forward to,' 'anticipates,'
'intends,' 'plans,' 'believes,' 'seeks,' 'estimates,' 'will,' 'project' or
words of similar meaning. Such statements are based on the current
expectations and certain assumptions of Siemens' management, and are,
therefore, subject to certain risks and uncertainties. A variety of
factors, many of which are beyond Siemens' control, affect Siemens'
operations, performance, business strategy and results and could cause the
actual results, performance or achievements of Siemens to be materially
different from any future results, performance or achievements that may be
expressed or implied by such forward-looking statements. In particular,
Siemens is strongly affected by changes in general economic and business
conditions as these directly impact its processes, customers and suppliers.
This may negatively impact our revenue development and the realization of
greater capacity utilization as a result of growth. Yet due to their
diversity, not all of Siemens' businesses are equally affected by changes
in economic conditions; considerable differences exist in the timing and
magnitude of the effects of such changes. This effect is amplified by the
fact that, as a global company, Siemens is active in countries with
economies that vary widely in terms of growth rate. Uncertainties arise
from, among other things, the risk of customers delaying the conversion of
recognized orders into revenue or cancellations of recognized orders, of
prices declining as a result of continued adverse market conditions by more
than is currently anticipated by Siemens' management or of functional costs
increasing in anticipation of growth that is not realized as expected.
Other factors that may cause Siemens' results to deviate from expectations
include developments in the financial markets, including fluctuations in
interest and exchange rates (in particular in relation to the U.S. dollar),
in commodity and equity prices, in debt prices (credit spreads) and in the
value of financial assets generally. Any changes in interest rates or other
assumptions used in calculating pension obligations may impact Siemens'
defined benefit obligations and the anticipated performance of pension plan
assets resulting in unexpected changes in the funded status of Siemens'
pension and post-employment benefit plans. Any increase in market
volatility, further deterioration in the capital markets, decline in the
conditions for the credit business, continued uncertainty related to the
subprime, financial market and liquidity crises, or fluctuations in the
future financial performance of the major industries served by Siemens may
have unexpected effects on Siemens' results. Furthermore, Siemens faces
risks and uncertainties in connection with certain strategic reorientation
measures; the performance of its equity interests and strategic alliances;
the challenge of integrating major acquisitions and implementing joint
ventures and other significant portfolio measures; the introduction of
competing products or technologies by other companies or market entries by
new competitors; changing competitive dynamics (particularly in developing
markets); the risk that new products or services will not be accepted by
customers targeted by Siemens; changes in business strategy; the outcome of
pending investigations, legal proceedings and actions resulting from the
findings of, or related to the subject matter of, such investigations; the
potential impact of such investigations and proceedings on Siemens'
business, including its relationships with governments and other customers;
the potential impact of such matters on Siemens' financial statements, and
various other factors. More detailed information about certain of the risk
factors affecting Siemens is contained throughout this report and in
Siemens' other filings with the SEC, which are available on the Siemens
website, www.siemens.com, and on the SEC's website, www.sec.gov. Should one
or more of these risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially from those
described in the relevant forward-looking statement as expected,
anticipated, intended, planned, believed, sought, estimated or projected.
Siemens neither intends to, nor assumes any obligation to, update or revise
these forward-looking statements in light of developments which differ from
those anticipated.

Siemens Investor Relations
Tel.: +49 89 636 32474
Fax: +49 89 636 32830
Mail: investorrelations@siemens.com

14.12.2010 DGAP's Distribution Services include Regulatory Announcements,
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Language: English
Company: Siemens Aktiengesellschaft
Wittelsbacherplatz 2
80333 München
Deutschland
Phone: +49 (0)89 636-00
Fax: +49 (0)89 636-52000
E-mail: investorrelations@siemens.com
Internet: www.siemens.com
ISIN: DE0007236101
WKN: 723610
Indices: DAX, EURO STOXX 50
Listed: Regulierter Markt in Berlin, Düsseldorf, Frankfurt (Prime
Standard), Hamburg, Hannover, München, Stuttgart; Terminbörse
EUREX; London, NYSE, SIX

End of Announcement DGAP News-Service

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