DGAP-News: Dürr and HOMAG prepare domination and potential profit and loss transfer agreement


DGAP-News: Homag Group AG / Key word(s): Contract
Dürr and HOMAG prepare domination and potential profit and loss
transfer agreement

24.11.2014 / 10:00

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Dürr and HOMAG prepare domination and potential profit and loss transfer
agreement

Schopfloch, November 24, 2014 - Dürr and the HOMAG Group are preparing to
enter into a domination agreement that may be augmented by a profit and
loss transfer agreement. In response to a shared petition by both
companies, the Regional Court of Stuttgart has now appointed the auditing
firm Warth & Klein Grant Thornton to review the agreement.

The agreement planned to be entered into by both companies is intended to
integrate HOMAG Group AG as part of a contract-based group, with Dürr AG as
the controlling company, and to simplify cooperation between Dürr and the
HOMAG Group. In mid-October Dürr acquired 55.9% of the shares in HOMAG
Group AG. The HOMAG Group is the world's leading manufacturer of machinery
and equipment for the woodworking industry and cabinet makers.

Among other things, Warth & Klein Grant Thornton will assess the
appropriateness of the planned cash compensation offer as well as the
planned guarantee dividend or compensation payment provided for external
shareholders of HOMAG Group AG. The basis for these amounts will be a
valuation appraisal of the HOMAG Group's enterprise value. This appraisal
was commissioned by Dürr and the HOMAG Group and is currently being
prepared.

The domination agreement and (possibly) the profit and loss transfer
agreement are to be presented for approval at the annual general meeting of
HOMAG Group AG in the spring of 2015. In the process, Dürr can rely on a
total of 77.9 of the voting rights as the company has joined the share pool
of the Schuler/Klessmann group of shareholders by contributing 3% of its
shares. This group of shareholders comprises the HOMAG founding family
(headed by Gerhard Schuler) and the Klessmann foundation; the group itself
has a 22.1% share of the voting rights. The group of shareholders has
committed itself to entering into a domination agreement with Dürr, and
possibly into a profit and loss transfer agreement. The share pool accounts
for a total of 25.1% of the share capital.

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Background information
With its 15 specialized production companies, 22 group sales and service
companies and approximately 60 exclusive sales partners worldwide, HOMAG
Group AG's position as a complete system supplier is unique. Backed by a
workforce of some 5,400 employees worldwide, the Company sees itself as the
leading global manufacturer of plant and machinery for the woodworking and
wood materials processing industry and cabinet makers active in the
production of furniture and construction elements as well as timber frame
houses. The Group also offers its customers a wide range of services,
including software and consulting services. HOMAG Group AG shares have been
listed on the Prime Standard of the Frankfurt stock exchange since July 13,
2007.

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 announcement,
it cannot be guaranteed that the same will hold true in the future.

Information:

HOMAG Group AG
Kai Knitter
Head of Corporate Communications & Investor Relations
Phone: +49 7443 13-2461
kai.knitter@homag-group.com 
www.homag-group.com 



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24.11.2014 Dissemination of a Corporate News, transmitted by DGAP - a
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Language:    English                                                
Company:     Homag Group AG                                         
             Homagstr. 3-5                                          
             72296 Schopfloch                                       
             Germany                                                
Phone:       +49 (0)7443 / 13 - 0                                   
Fax:         +49 (0)7443 / 13 - 2300                                
E-mail:      info@homag-group.com                                   
Internet:    www.homag-group.com                                    
ISIN:        DE0005297204                                           
WKN:         529720                                                 
Listed:      Regulierter Markt in Frankfurt (Prime Standard);       
             Freiverkehr in Berlin, Düsseldorf, Hamburg, Hannover,  
             München, Stuttgart                                     
 
 
End of News    DGAP News-Service  
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