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ZF receives full antitrust clearance for its all-cash offer for Haldex

(PresseBox) (Friedrichshafen / Stockholm, ) .

All regulatory conditions have been met, allowing quick completion of the offer

The only condition for the acquisition of the 17.06 percent stake in Haldex as announced this morning has been satisfied

ZF will thereafter own 21.24 percent of Haldex shares

ZF is in discussion with other key investors to further increase its shareholding

ZF was informed today that its all-cash offer for Haldex Aktiebolag (publ) (“Haldex”) has been cleared by all relevant antitrust authorities. The unconditional antitrust clearance in all relevant jurisdictions has been obtained within just four weeks.

ZF announced earlier today that it has increased its all-cash offer for Haldex to SEK 110 per share from its initial offer of SEK 100 per share. Shareholders can be assured that the transaction will proceed fully as planned. Shareholders who have tendered their shares in Haldex at SEK 100 in cash per share will automatically benefit from the increased offer of SEK 110 in cash per share without further action.

ZF has purchased shares representing 17.06 percent of Haldex’s total share capital from three major shareholders. The closing of these share transfers to ZF will be initiated on 15 September 2016, thus increasing ZF’s total shareholding in Haldex to 21.24 percent. In addition, ZF is in discussions with other key investors to further increase its shareholding.

A combination between ZF and Haldex offers unique opportunities for both companies .The Board has unanimously recommended Haldex’s shareholders to accept ZF’s offer.

ZF’s offer is conditional upon ZF holding more than 50 percent of Haldex’s shares after the expiry of the initial acceptance period, which ends on 30 September 2016. Otherwise, the same conditions apply as in the offer document from 19 August 2016 as amended by the press release earlier today in respect of the decrease of the acceptance level from more than 90 % to more than 50 percent of the share capital in Haldex. ZF reserves the right to waive, in whole or in part, the conditions to the offer and to complete the offer at a lower level of acceptance.

Detailed terms and conditions of the Offer have been published in the formal announcement of the transaction under Swedish law. For a copy of the transaction document, please visit http://www.zf.com.

For a copy of Haldex’s Board of Directors recommendation, please visit Haldex’s website at www.haldex.com.

About Haldex
Haldex develops and provides brake products and air suspension systems for heavy vehicles. Haldex is headquartered in Landskrona, Sweden with offices in 18 countries and production facilities in Sweden, Germany, Hungary, China, India, Brazil, Mexico and the US. More than half of Haldex’s sales are generated in North America, one-third in Europe and the remainder in Asia and South America. During 2015, Haldex had approximately 2,140 employees. Haldex generated sales in the amount of SEK 4.8 billion during 2015.

For further information on Haldex, please refer to its website: www.haldex.com

About ZF Friedrichshafen AG

ZF is a global supplier focusing on driveline, chassis, electronics and safety technology for passenger cars and commercial vehicles as well as a range of industrial applications with a wide product portfolio and global reach. As of 31 December 2015, ZF's workforce worldwide comprised approximately 138,000 employees in 40 countries. ZF reported sales of € 29.2 billion in 2015. For further information on ZF, please refer to its website (www.zf.com).

For further press information and photos please visit: www.zf.com

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