Phoenix AG
Phoenix AG
Ad-hoc-announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
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The management board of Phoenix submit the closing of a merger contract, a
controlling agreement and profit transfer agreement to the supervisory board
for approval
The management board of Phoenix AG, Hamburg, (Phoenix) submitted drafts of
a merger contract, a controlling agreement and profit transfer agreement
with ContiTech AG (ContiTech) to the supervisory board for approval.
The supervisory board of Phoenix will decide on this issue in its meeting on
November 12 2004.
According to the merger contract, Phoenix as the acquired legal entity should
be merged with ContiTech as the acquiring legal entity. According to a survey
of Ernst & Young AG, the management boards today agreed upon the valuation of
both companies and the conversion rate. For each Phoenix-share on a pro-rata
basis of share capital of EUR 2.60, one ContiTech-share on a pro-rata basis
of share capital of EUR 1.00 will be granted. ContiTech will also offer to
all outstanding Phoenix shareholders the acquisition of their shares for a
cash payment of EUR 18.89 per share.
end of ad-hoc-announcement (c)DGAP 11.11.2004
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WKN: 603100; ISIN: DE0006031008; Index: SDAX
Listed: Amtlicher Markt in Berlin-Bremen, Düsseldorf, Frankfurt (Prime
Standard), Hamburg und München; Freiverkehr in Stuttgart
111104 Nov 04
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