Munich, May 8, 2021 - Today, TRATON SE submitted to the Executive Board of MAN SE a specified request pursuant to article 9(1) lit. c) ii) SE Regulation in conjunction with section 62(1) and (5) of the German Transformation Act (Umwandlungsgesetz - UmwG) in conjunction with sections 327a et seqq. of the German Stock Corporation Act (Aktiengesetz - AktG) to convene the annual general meeting of MAN SE to resolve on the transfer of the shares held by the minority shareholders of MAN SE to TRATON SE against appropriate cash compensation.
TRATON SE confirmed that it currently holds 94.36 % of the share capital of MAN SE and therefore is the majority shareholder of MAN SE within the meaning of section 62(5) UmwG. TRATON SE has determined the cash compensation to be EUR 70,68 per MAN SE common share and per MAN SE preference share. The appropriateness of the cash compensation is currently being reviewed by the court-appointed auditor. The court-appointed auditor has already indicated that, from a current standpoint, it will confirm the cash compensation to be adequate.
The conclusion and notarisation of the merger agreement between MAN SE and TRATON SE shall take place on May 14, 2021. The annual general meeting of MAN SE, which is to adopt a resolution on the transfer of the shares held by the minority shareholders of MAN SE to TRATON SE against payment of a cash compensation in the amount of EUR 70,68 per MAN SE common share and per MAN SE preference share, is expected to take place on June 29, 2021.
The effectiveness of the merger squeeze-out is still subject to the resolution by the MAN SE annual general meeting and the registration of the transfer resolution and the merger in the commercial registers at the seats of TRATON SE and MAN SE.
Dr. Martin Gstaltmeyr
T +49 175 579 2043
Dachauer Str. 641
80995 Munich, Germany