DGAP-Adhoc: AWD Holding AG


AWD Holding AG / Agreement

14.08.2008 

Release of a Adhoc News, transmitted by DGAP - a company of EquityStory AG.
The issuer is solely responsible for the content of this announcement.
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Ad-hoc announcement pursuant to Section 15 of 
the German Securities Trading Act (WpHG) 

AWD Board of Management to be strengthened Carsten Maschmeyer to sell to
Swiss Life his 10.46% equity interest in AWD Holding AG and a 26.74% stake
in MLP AG, and in return will acquire a stake in Swiss Life AG

Hanover, 14. August 2008 - AWD Holding AG 

Carsten Maschmeyer, founder and Chairman of the Management Board (CEO) of
AWD Holding AG, and Swiss Life Holding AG agreed on 14 August 2008 as
follows:

The family of AWD founder Carsten Maschmeyer will sell its remaining equity
interest of 10.46% in AWD for EUR 30 per share – the price of the original
public takeover offer of 14 January 2008 – to Swiss Life by the end of
2008. After the completion of the transaction, 96.7% of the shares in AWD
will be owned by Swiss Life. Swiss Life plans to carry out a squeeze out in
2009 and subsequently to discontinue AWD’s stock-exchange listing.

Furthermore, Swiss Life acquires from Carsten Maschmeyer shares in MLP AG
which he owns or has secured in the amount of 10.93% respectively 15.81%
(in total 26.74%). The acquisition of this equity interest in MLP AG by
Swiss Life as well as, with respect to the secured shares by Carsten
Maschmeyer, is subject to the approval of the competent authorities.

Before the end of March 2009, Carsten Maschmeyer will purchase Swiss Life
shares on the stock market for at least CHF 150 million. He intends to
purchase additional Swiss Life shares for at least another CHF 150 million
by the end of the first half of 2009. Carsten Maschmeyer would then hold an
equity interest of approximately 3% and would be largest private
shareholder of Swiss Life.

On 13 August 2008, the Supervisory Board of AWD Holding AG resolved to
enlarge the company’s Board of Management. The Board of Management of AWD
will be enlarged from three to eight members as of 1 September 2008 in
order to support the expansion of the company. Manfred Behrens, previously
CEO of Swiss Life Germany, will become Co-CEO of AWD along with Carsten
Maschmeyer. At the same time – in addition to existing members Nils Frowein
and Wilhelm Zsifkovitz – the persons in charge of the three large AWD
country companies – Dr. Rolf Wiswesser (Germany), Wolfgang Prasser (Austria&CEE) and Marco Baur (Switzerland) – as well Martin Jünke, previously
Director of Corporate Accounting at AWD – who will be the new CFO – will
also join the Management Board.

AWD Holding AG, AWD-Platz 1 ( 30659 Hanover ( Germany 

Béla Anda                     Hartmuth Höhn 
Public Relations              Investor Relations 
Phone: +49 (0)511 9020 5387   Phone: +49 (0)511 9020 5660 
Fax: +49 (0)511 9020 5330     Fax: +49 (0)511 9020 5121 
E-mail: Presse@awd.de E-mail: Investor.Relations@awd.de 

If this publication contains any forecasts or expectations or if our
statements refer to the future, such statements can involve risks and
uncertainties. We therefore cannot guarantee that the expectations will
prove to be correct. Actual events and developments can differ
significantly from the expectations and assumptions expressed herein. The
factors that can cause such deviations include changes in the general
economic situation and the competitive situation, particularly in the core
business areas and markets, exchange-rate and interest-rate fluctuations,
changes in national and international legislation, especially pertaining to
tax regulations, and changes in investment or business strategy. The
company does not assume any obligations to update the statements made in
this publication.
DGAP 14.08.2008 
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Language:     English
Issuer:       AWD Holding AG
              AWD-Platz 1
              30659 Hannover
              Deutschland
Phone:        +49 (0)511 9020-5120
Fax:          +49 (0)511 9020-5121
E-mail:       investor.relations@awd.de
Internet:     www.awd.de
ISIN:         DE0005085906
WKN:          508590
Listed:       Regulierter Markt in Frankfurt (Prime Standard), Hannover;
              Freiverkehr in Berlin, Düsseldorf, Hamburg, München,
              Stuttgart
End of News                                     DGAP News-Service
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