Rolls-Royce Power Systems AG
Tognum AG: Decision to submit an offer
Tognum AG / Key word(s): Offer 09.03.2011 10:35 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. --------------------------------------------------------------------------- Friedrichshafen, 9 March 2011. Daimler AG and Rolls-Royce Group plc today announced their decision in accordance with Section 10 of the German Securities Acquisition and Takeover Act (WpÜG) to make a joint offer to acquire the entire share capital of Tognum AG. The Management Board will review the offer and in due course issue a statement to Tognum's shareholders in accordance with Section 27 of the German Securities Acquisition and Takeover Act (WpÜG). An agreement in principle was entered into with Daimler und Rolls-Royce in which certain intentions are documented. Among other things, Daimler and Rolls-Royce declared their intention to maintain Tognum AG's technology leadership through expenditure on research and development and investments in property, plant and equipment. Furthermore, it is intended that Friedrichshafen would remain the headquarters of the company as well as the research, development and production site for propulsion systems and energy systems. The new parent company would also be domiciled in Friedrichshafen. There would be no job cuts planned and the Südwestmetall framework collective wage agreement would continue to apply. Further, it is envisaged that Rolls-Royce would take over Tognum's fuel cell business, which the company had already decided to discontinue. As yet, no agreement regarding the offer price was achieved. --------------------------------------------------------------------------- Information and Explaination of the Issuer to this News: Disclaimer Forward-looking statements This release contains forward-looking statements based on assumptions, forecasts and estimates made by Tognum's executive board of management. Although we assume that the assumptions, forecasts and estimates forming the basis for these forward-looking statements are realistic, we cannot guarantee that they will prove to be correct in the future. Assumptions, forecasts and estimates may entail risks and uncertainties which may cause actual results to differ considerably from those included in forward-looking statements. Factors which may result in such discrepancies include, among other things, changes in the economic and business environment, fluctuations in exchange and interest rates, the introduction of competing products, lack of acceptance for new products or services and changes in corporate strategy. Tognum undertakes no obligation to update and/or to correct and/or to confirm forward-looking statements or to release publicly any updates or corrections to any forward-looking statements in order to reflect events or circumstances which occur after the date of this release. PR Contact Stefan Wortmann Phone: +49 7541 90-4350 E-mail: stefan.wortmann@tognum.com Folker Dries Phone: +49 151 16 23 15 56 E-mail: fdries@heringschuppener.com IR Contact Dieter Royal Phone: +49 7541 90-3318 E-mail: ir@tognum.com Michael Frank Phone: +49 7541 90-3318 E-mail: ir@tognum.com 09.03.2011 DGAP's Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------------- Language: English Company: Tognum AG Maybachplatz 1 88045 Friedrichshafen Deutschland Phone: +49 (0)7541 90 3318 Fax: +49 (0)7541 90 90 3318 E-mail: ir@tognum.com Internet: http://www.tognum.de ISIN: DE000A0N4P43 WKN: A0N4P4 Indices: MDAX, CDAX, Classic All Share, Prime All Share Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr in Berlin, Düsseldorf, Hamburg, Hannover, München, Stuttgart End of Announcement DGAP News-Service ---------------------------------------------------------------------------
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