DGAP-Adhoc: Tognum AG: Joint statement adopted by the Board of Management and Supervisory Board in accordance with Section 27 of the German Securities Acquisition and Takeover Act (WpÜG)


Tognum AG  / Key word(s): Statement

15.04.2011 14:26

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.

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Friedrichshafen, 15 April 2011. The Board of Management and Supervisory
Board of Tognum AG today unanimously adopted a joint statement in
accordance with Section 27 of the German Securities Acquisition and
Takeover Act (WpÜG) on the voluntary public takeover offer published on 6
April 2011 by Engine Holding GmbH.

The Board of Management and Supervisory Board welcome the tender offer from
Daimler AG and Rolls-Royce Group plc. from a business perspective. A
successful takeover offer would further strengthen the company's global
technology leadership in propulsion systems and distributed energy systems.

After in-depth examination of the tender offer and appraisal of all
relevant circumstances, however, the Board of Management and Supervisory
Board are of the opinion that the offer price of EUR 24.00 per Tognum AG
share complies with the legal requirements but is not appropriate.

The Board of Management and Supervisory Board cannot therefore recommend
that Tognum AG shareholders accept the tender offer.


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Information and Explaination of the Issuer to this News:

Supplementary information

The Board of Management and Supervisory Board note that Tognum shareholders
must each make their own decision whether to accept the tender offer and,
if so, for how many Tognum shares, giving account to all relevant
circumstances and their personal assessment of the company's future
performance, stock market share price and the value of Tognum shares.

The joint statement by the Board of Management and the Supervisory Board of
Tognum AG in accordance with Section 27 of the German Securities
Acquisition and Takeover Act (WpÜG) will be available for viewing in its
entirety later today in the Investor Relations section of www.tognum.com.
Tognum AG will also keep the statement available for viewing at the address
Maybachplatz 1, 88045 Friedrichshafen, Germany. This will be stated in an
information announcement in the Elektronische Bundesanzeiger (German
Electronic Federal Gazette) on Monday, 18 April 2011.

It is expressly noted that the information provided in this press release
does not explain or supplement the information provided in the joint
statement and that solely the joint statement in accordance with Section 27
of the German Securities Acquisition and Takeover Act (WpÜG) is
authoritative.

The statement in accordance with section 27 of the German Securities
Acquisition and Takeover Act (WpÜG) is published in German and English. The
German-language version is authoritative.

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 forwardlooking 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 forwardlooking
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.


Press 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-Kontakt
Dieter Royal
Phone: +49 7541 90-3318
E-mail: ir@tognum.com

Michael Frank
Phone: +49 7541 90-3318
E-mail: ir@tognum.com

15.04.2011 DGAP's Distribution Services include Regulatory Announcements, 
Financial/Corporate News and Press Releases. 
Media archive at www.dgap-medientreff.de and www.dgap.de

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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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