Ad hoc announcement
Resolution on the conclusion of a domination and profit and loss transfer agreement between HOMAG Group AG as the dependent company and Dürr Technologies GmbH as the controlling company.
The management board and supervisory board of HOMAG Group AG passed a resolution today to submit a proposal to the general meeting for approval of the conclusion of a domination and profit and loss transfer agreement with Dürr Technologies GmbH as the controlling company.
The general meeting of HOMAG Group AG will pass a resolution on the approval of the conclusion of the domination and profit and loss transfer agreement at the extraordinary general meeting to be held on March 5, 2015.
The compensation amount pursuant to Sec. 304 AktG [“Aktiengesetz”: German Stock Corporations Act] agreed in the draft of the domination and profit and loss transfer agreement is a gross amount of EUR 1.27 (net, after deducting corporation income tax and solidarity surcharge: EUR 1.09) per HOMAG share for a full fiscal year, the settlement amount pursuant to Sec. 305 AktG totals EUR 29.47 per HOMAG share. The above-mentioned amounts may experience minor changes depending on the development of base interest rate prior to the measurement date on March 5, 2015. In the event of a decrease in the base interest rate of currently 1.75 percent to 1.25 percent as of the measurement date, compensation would decrease to a gross amount of EUR 1.18 (net: EUR 1.01) per HOMAG share for a full fiscal year and the cash settlement would increase to an amount of EUR 31.56 per HOMAG share.
Back to List
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 announcement, it cannot be guaranteed that the same will hold true in the future.