Tender Offer Midea Group: Investor Agreement
In reference to the tender offer of MECCA International (BVI) Limited ("Bidder"), a 100% subsidiary of Midea Group Co., Ltd. ("Midea"), as of 16 June 2016, today, the Bidder, Midea and KUKA Aktiengesellschaft ("KUKA") entered into an investment agreement.
28 June 2016
KUKA Aktiengesellschaft
Zugspitzstrasse 140, 86165 Augsburg
- ISIN DE0006204407-
- ISIN DE000A2BPXK1 -
Listed on the following German stock exchanges:
Frankfurt am Main and Munich
Market segment: Prime Standard
Ad hoc disclosure in accordance with section 15 of the WpHG (Wertpapierhandelsgesetz – German Securities Trading Act)
Tender Offer Midea Group: Investor Agreement
In reference to the tender offer of MECCA International (BVI) Limited ("Bidder"), a 100% subsidiary of Midea Group Co., Ltd. ("Midea"), as of 16 June 2016, today, the Bidder, Midea and KUKA Aktiengesellschaft ("KUKA") entered into an investment agreement.
The investment agreement is a legally binding contract governed by German law, which contains profound and long-term obligations and declarations of the Bidder and Midea. The Bidder’s and Midea’s obligations and declarations concern the assurance, the recognition or the support of KUKA’s further business strategy, the independence of KUKA’s Management Board, of KUKA’s Supervisory Board, the financing of KUKA, KUKA’s brands and intellectual property, the customer and supplier relationships of KUKA, the location of KUKA’s corporate seat and KUKA’s sites as well as the rights of employees, work councils and unions in the KUKA Group.
Additionally, the Bidder and Midea have committed not to initiate any corporate reorganizations of KUKA Group, and declared not to aim (i) to enter into any domination or other enterprise agreement pursuant to sections 291 and 292 of the German Stock Corporation Act (AktG) and (ii) to cause a delisting of KUKA. The investment agreement has a fixed term of 7.5 years.
Further details concerning the investment agreement are reflected in the Reasoned Opinion of the Executive Board and the Supervisory Board dated 28 June 2016. This joint Reasoned Opinion of the Executive Board and the Supervisory Board is published on KUKA Aktiengesellschaft’s website www.kuka.com.
Augsburg, 28 June 2016
KUKA Aktiengesellschaft
The Executive Board
