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Wacker Neuson SE — Board/Management Information 2007
Oct 18, 2007
480_rns_2007-10-18_93ad0530-491c-4ad1-a500-02cb3f558e39.html
Board/Management Information
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Corporate | 18 October 2007 20:24
Wacker Construction Equipment AG:
Wacker Construction Equipment AG / Merger
Release of a Corporate News, transmitted by DGAP - a company of EquityStory
AG.
The issuer / publisher is solely responsible for the content of this announcement.
Merger agreement signed by all Neuson Kramer Baumaschinen AG shareholders
Personnel changes to Executive and Supervisory Boards implemented as
announced
(Munich, October 18, 2007) The main shareholders of Neuson Kramer
Baumaschinen AG had already signed a merger agreement with Wacker
Construction Equipment AG. Today, the remaining shareholders, accounting
for a 10.37 % interest, have followed suit and signed the agreement. At its
meeting today, the Wacker Construction Equipment AG Supervisory Board also
elected Hans Neunteufel the new Chairman of the Supervisory Board. Dr.
Ulrich Wacker was appointed Deputy Chairman. The Supervisory Board also
appointed Martin Lehner and Günther Binder to the Executive Board of Wacker
Construction Equipment AG, which is headed by Dr. Georg Sick.
New members of the Supervisory Board
'These resolutions passed by the Supervisory Board today align with the
personnel changes to the executive bodies as announced at the time of the
IPO. As founder and former Chairman of the Executive Board at Neuson Kramer
Baumaschinen AG, Hans Neunteufel will be bringing his knowledge of the
market plus a wealth of expertise to bear in his collaboration with the
Executive Board,' confirmed Chairman of the Executive Board Dr. Sick. In
addition to Hans Neunteufel, Kurt Helletzgruber, Chairman of the Executive
Board of HTI High Tech Industries AG in Austria, has also been appointed to
the Supervisory Board. Current members Dr. Ulrich Wacker (Deputy Chairman)
and Dr. Eberhard Kollmar as well as Employee Representative Elvis
Schwarzmair and Herbert Santl make up the remaining members of the
Supervisory Board. Former Supervisory Board members Dr. Matthias Bruse and
Dietrich-Walrab von Buttlar have resigned from their positions. Hans
Neunteufel and Dr. Ulrich Wacker have been appointed to their positions
until closure of the Annual General Meeting which will approve the actions
of the Supervisory Board for the fiscal year ending December 31, 2011. 'The
reorganization of the executive bodies together with the capital increase
by means of contributions in kind and today’s signing by the remaining
shareholders marks the completion of the merger, subject to entry in the
Register of Companies and the associated transfer of shares,' explained
Sick.
Expansion of the Wacker Construction Equipment AG Executive Board
The Supervisory Board appointed Martin Lehner and Günther Binder (both
former members of the Neuson Kramer Baumaschinen AG Executive Board) to the
new Executive Board. Martin Lehner was appointed Deputy Chairman of the
Board. Together with existing members of the Executive Board Dr. Georg Sick
(Chairman), Richard Mayer and Werner Schwind, the Wacker Construction
Equipment AG Executive Board now comprises five members.
Remaining shareholders sign merger agreement
The main shareholders of Neuson Kramer Baumaschinen AG, who, together with
Wacker shareholders, signed a long-term syndicate agreement with
preferential purchase rights, had signed a merger agreement with Wacker
Construction Equipment AG on September 23, 2007. Today, the remaining
shareholders, accounting for a 10.37 % interest, have followed suit and
signed the agreement, thus undertaking to transfer their shares to Wacker
Construction Equipment AG. The outstanding shares in Neuson Kramer
Baumaschinen AG, which did not yet belong to Wacker Construction Equipment
AG, will be transferred to Wacker Construction Equipment AG by the
remaining shareholders in exchange for 2,437,088 new shares from a further
capital increase by means of contributions in kind. The capital increase by
means of contributions in kind was approved by the Executive Board
today,and ratified by the Supervisory Board. The increase is scheduled to
be entered in the Register of Companies in October 2007. As stated in the
IPO prospectus, the further capital increase by means of contributions in
kind will lead to a EUR 2,437,088 rise in Wacker Construction Equipment AG
share capital, bringing the current figure of EUR 67,702,912 to EUR
70,140,000.
Construction equipment manufacturer becomes full-line supplier
'As announced in the IPO prospectus, this signing marks our transformation
to a major industrial player that is now able to deliver light and compact
equipment to customers across the globe,' explained Sick.
The global sales network comprising over 30 subsidiaries and more than 160
sales and service stations will provide the ideal springboard to capitalize
on growth opportunities in particular in the mainstream construction,
gardening and landscaping markets in Europe, the US and Asia. Capital
market experts expect the company to exceed the billion-euro revenue mark
in 2008.
About Wacker Construction Equipment AG:
Founded in 1848 as a blacksmith’s shop, today Wacker is a major global
manufacturer of high-quality light and compact equipment. With over 250
product categories and complementary rental, spare parts and repair
services, Wacker is the partner of choice among professional users in
construction, gardening, landscaping and agriculture. The company has over
160 sales and service stations and an extensive network of sales partners,
ensuring it has the consulting and support depth and reach necessary to
give its customers the best possible service. Building on its strong
traditional heritage, the company is now listed on the SDAX.
About Neuson Kramer Baumaschinen AG:
Neuson Kramer Baumaschinen AG is an international player specialized in the
development, production and sale of high-quality compact equipment. Its
portfolio includes mini and compact excavators, wheel loaders, dumpers,
telescopic loaders and compact loaders. The company complements its
products with a comprehensive, highly efficient solution offering for
compact equipment. Neuson Kramer products are distributed via selected
partners.
Contact:
Wacker Construction Equipment AG
Imre Szerdahelyi
Head of Corporate Communication
Preußenstr. 41
80809 Munich
Tel. +49 - (0)89 - 354 02 - 251
Fax +49 - (0)89 - 354 02 - 298
E-mail: [email protected]
Internet: www.wackergroup.com
Disclaimer:
This publication constitutes neither an offer to sell nor an invitation to
buy securities.
This document does not constitute an offer of securities for sale or a
solicitation of an offer to purchase securities in The United States. The
shares in Wacker Construction Equipment AG (the 'Shares') may not be
offered or sold in the United States absent registration or an exemption
from registration under the U.S. Securities Act of 1933, as amended. It is
not intended to register any Shares in the United States or to conduct an
offering of Shares in the United States.
This document is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment
professionals falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order') or (iii)
high net worth entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as 'relevant persons').
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18.10.2007 Financial News transmitted by DGAP
Language: English
Issuer: Wacker Construction Equipment AG
Preußenstr. 41
80809 München
Deutschland
Phone: +49 - (0)89 - 354 02 - 0
Fax: +49 - (0)89 - 354 02 - 390
E-mail: [email protected]
Internet: www.wackergroup.com
ISIN: DE000WACK012
WKN: WACK01
Listed: Amtlicher Markt in Frankfurt (Prime Standard); Freiverkehr in
Berlin, Hannover, Düsseldorf, Hamburg, München, Stuttgart
End of News DGAP News-Service