Vodafone AirTouch PLC
18 April 2000
MANNESMANN SELLS STAKE IN ATECS MANNESMANN TO SIEMENS AND BOSCH
Vodafone AirTouch Plc announces that its subsidiary Mannesmann AG
('Mannesmann') has reached an agreement with Siemens AG
('Siemens') and Robert Bosch GmbH ('Bosch') on the disposal of a
50% plus 2 shares stake in the Atecs Mannesmann engineering and
automotive businesses ('Atecs Mannesmann'). In addition,
Mannesmann has agreed to an option arrangement over its remaining
stake in Atecs Mannesmann.
The transaction values Atecs Mannesmann at approximately EUR 9.6
billion, consisting of:
* A payment of EUR 3.116 billion to be paid on completion of
the sale of the stake of 50% plus 2 shares in Atecs
Mannesmann, but in any event no later than 30 September
2000.
* A payment of between EUR 3.657 billion and EUR 3.807
billion, to be paid upon the exercise of certain options by
Mannesmann or Siemens and Bosch which can be exercised
between closing and 31 December 2003, in respect of the
remaining stake in Atecs Mannesmann. The exact amount of
the payment will depend on the trading performance of Atecs
Mannesmann for the period 2000-2002.
* EUR 2.827 billion of pension liabilities and non-trading
financial liabilities to be assumed by Siemens and Bosch.
Completion of the transaction is conditional, inter alia, upon
the approval of the relevant European Union and US regulatory
authorities.
Atecs Mannesmann consists of:
DIVISION ACTIVITY
------------------------------- ------------------------------
Atecs Mannesmann AG Holding company
Mannesmann Demag Krauss-Maffei AG Producer of plastics machinery
Mannesmann Dematic AG Produces materials handling
equipment
Mannesmann Rexroth AG Produces hydraulics/automation
equipment
Mannesmann Sachs AG Automotive components supplier
Mannesmann VDO AG Manufacturer of automotive
systems
Certain other related businesses
Mannesmann decided to initiate the disposal of Atecs Mannesmann
in order to enable Mannesmann to concentrate on developing its
core telecoms business. The proceeds of the sale will be used
principally to repay existing debt. Mannesmann believes that the
transaction will ensure that Atecs Mannesmann has sufficient
funding for its growth strategies, will enhance the career
prospects and opportunities for the employees of Atecs
Mannesmann, and will position the company as the partner of
choice for Atecs Mannesmann's most important customers.
According to pro forma accounts the net assets of Atecs
Mannesmann as at 31 December 1999 were EUR 3.117 billion, and the
profit before tax attributable to these assets in 1999 was EUR
418 million.
Enquiries:
Vodafone AirTouch Plc
Tim Brown, Investor Relations Director
Melissa Stimpson, Senior Investor Relations Manager
Tel: +44 (0) 1635 33 251
Goldman Sachs International
Scott Mead
Simon Dingemans
Tel: +44 (0) 207 774 1000
Tavistock Communications
Lulu Bridges
Tel: +44 (0) 207 600 2288
This announcement has been issued by and is the sole
responsibility of Vodafone AirTouch Plc. Goldman Sachs
International, which is regulated in the United Kingdom by The
Securities and Futures Authority Limited, is acting for Vodafone
AirTouch Plc and for no one else in connection with the proposed
transaction and will not be responsible to anyone other than
Vodafone AirTouch Plc for providing the protections afforded to
customers of Goldman Sachs International, or for providing advice
in relation to the transaction.
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Does not distribute, republish or otherwise provide any information or derived works to any third party in any manner or use or process information or derived works for any commercial purposes.
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