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Higher Regional Court of Stuttgart sets amounts for cash settlement offer and guaranteed dividend for HOMAG shareholders

Valuation proceedings concluded in final judgement

Schopfloch/Stuttgart, January 7, 2025 – The Management Board of HOMAG Group AG has been informed by Dürr Technologies GmbH that a final judgment has been handed down in the legal dispute regarding the appropriate cash settlement offer and the guaranteed dividend for the shareholders of HOMAG Group AG. The Higher Regional Court of Stuttgart has set the appropriate amounts for the cash settlement at €31.58 per share and for the guaranteed dividend at €1.19 gross per share. The court has thus upheld in a final ruling the previous judgment of the Regional Court of Stuttgart, which had been appealed by HOMAG shareholders.

In 2014, the Dürr Group acquired a majority stake in HOMAG Group AG through Dürr Technologies GmbH. Dürr and HOMAG subsequently entered into a domination and profit and loss transfer agreement in 2015. Under this agreement, Dürr committed to paying HOMAG shareholders who tender their shares to Dürr Technologies GmbH a cash settlement of €31.56 per share. In addition, a guaranteed dividend of €1.18 gross per share was set. In the subsequent valuation proceedings initiated by HOMAG shareholders, the Regional Court of Stuttgart slightly increased the cash settlement to €31.58 and the guaranteed dividend to €1.19 gross in 2019. An appeal against this decision has now been rejected in a final judgment by the Higher Regional Court of Stuttgart.

The judgment of the Higher Regional Court of Stuttgart was handed down shortly before Christmas 2024 and has been published in the Federal Gazette on January 3, 2025. This marked the start of a two-month period during which HOMAG shareholders can tender their shares to Dürr at a price of €31.58 per share. Once the tender period expires, the cash settlement offer will no longer be valid. The guaranteed dividend of €1.19 gross per share is paid annually replacing a variable dividend payment.

At the publication date of the Federal Gazette, Dürr held 67.7% of HOMAG shares, 14.1% were held by the Schuler and Klessmann families, 18.2% were in free float. Under the terms of a pooling agreement concluded with the Schuler/Klessmann shareholder group, Dürr holds around 82% of the voting rights at HOMAG’s annual general meeting. The domination and profit and loss transfer agreement governs the integration of HOMAG Group AG into the Dürr Group and simplifies the collaboration between Dürr and HOMAG. Under the terms of this agreement, the entire net profit earned by HOMAG Group AG accrues to Dürr. HOMAG’s non-controlling shareholders receive the guaranteed dividend.

 

Company Background
The HOMAG Group is the world's leading provider of integrated solutions for production in the woodworking industry and woodworking shops. Its 14 specialized production sites, about 20 Group-owned sales and service companies and approximately 60 exclusive sales partners worldwide make the company a unique system provider. Backed by a workforce of around 7,000 employees the HOMAG Group offers its customers solutions for digitized production, based on digital data continuity from point of sale through the entire production process, combined with a comprehensive software suite. In addition, the open ecosystem "tapio" (open Internet-of-Things platform) maps the data flow along the entire value chain of the timber industry. The HOMAG Group has been majority-owned by the Dürr Group since October 2014.

Disclaimer
This press release contains certain statements relating to the future. Future oriented statements are all those statements that do not pertain to historical facts and events or expressions pertaining to the future such as “believes”, “estimates”, “assumes”, “forecasts”, “intend”, “may”, “will”, “should” or similar expressions. Such future-oriented statements are subject to risks and uncertainty since they relate to future events and are based on current assumptions of the Company, which may not occur in the future or may not occur in the anticipated form. The Company points out that such future-oriented statements do not guarantee the future; actual results including the financial position and the profitability of the HOMAG Group as well as the development of economic and regulatory framework conditions may deviate significantly (and prove unfavorable) from what is expressly or implicitly assumed or described in these statements. Even if the actual results of the HOMAG Group including the financial position and profitability as well as the economic and regulatory framework conditions should coincide with the future-oriented statements in this press release, it cannot be guaranteed that the same will hold true in the future.

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