Porsche Automobil Holding SE: Accelerated creation of the Integrated Automotive Group between Porsche and Volkswagen with clearly positive effect on earnings
Porsche Automobil Holding SE / Key word(s): Miscellaneous
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.
The executive boards of Porsche Automobil Holding SE and Volkswagen
Aktiengesellschaft, with the consent of the competent bodies of both
companies, have resolved on a concept for the accelerated creation of the
Integrated Automotive Group between Porsche and Volkswagen.
As a result of the transaction, Porsche Automobil Holding SE will receive,
in addition to one VW ordinary share, cash in the amount of about EUR 4.46
billion, which will first be used to repay the existing bank liabilities of
EUR 2 billion. The major portion of the liquidity remaining thereafter
shall be used to make strategic investments focusing along the automotive
value chain. Extraordinary dividend distributions to the shareholders of
Porsche Automobil Holding SE are not planned.
At the level of Porsche Automobil Holding SE, the transaction will have a
one-time positive effect on earnings in the IFRS financial statements
presumably in the amount of about EUR 7 billion, taking into account
effects from the at equity accounting of the shareholding in Volkswagen
Aktiengesellschaft. As the effect on earnings is determined on the basis of
valuations still to be updated as at the envisaged date of contribution,
i.e. 1 August 2012, the amount may still be subject to changes. The put and
call options regarding the share held by Porsche Automobil Holding SE in
the Porsche business operations, which are currently still existing, will
terminate with consummation of the transaction.
The concept will be implemented by contributing Porsche Automobil Holding
SE's holding business operations, including its 50.1% share regarding the
Porsche business operations but, in particular, excluding its shareholding
in Volkswagen Aktiengesellschaft and any potential liabilities from the
acquisition of this shareholding, to Volkswagen Aktiengesellschaft. To
secure the transaction, binding rulings have been obtained from the
competent financial authorities.
The implementation of the transaction is scheduled for 1 August 2012.
Following consummation of the transaction, Volkswagen Aktiengesellschaft
will become the sole owner of the Porsche business operations. This allows
the comprehensive integration of the Porsche business operations into the
Volkswagen group and the realization of the full synergy potential of the
Integrated Automotive Group. Porsche Automobil Holding SE will additionally
benefit indirectly through its shareholding in Volkswagen
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Company: Porsche Automobil Holding SE
Phone: +49 (0)711 911-11000
Fax: +49 (0)711 911-11819
Listed: Regulierter Markt in Berlin, Frankfurt (General Standard),
München, Stuttgart; Freiverkehr in Düsseldorf, Hamburg,
Hannover; Terminbörse EUREX
End of Announcement DGAP News-Service