After a detailed analysis of the current structure of PIRONET NDH Group, the management and supervisory boards decided that the company's entire operating business will be conducted by the subsidiaries PIRONET NDH Datacenter GmbH, Imperia AG and SA2 Retail AG in future and that, accordingly, PIRONET NDH AG will perform the functions of a mere holding company. The spin-off will be effected in accordance with the provisions of the German Corporate Transformation Act (Umwandlungsgesetz) and will thus be tax-neutral. The resulting holding company will have a total of five independent entities, including nexum AG and agentes AG.
The objective is to achieve a higher transparency of the group's activities, in particular vis-à-vis shareholders and the capital market, as well as to raise the companies' profiles by their independent positioning on the market. The central provision of administrative services, as well as the group-wide co-ordination of distribution, will ensure synergy effects within the group and, consequently, make an important contribution to the profitable growth of the companies in the years to come. The companies will operate as independent brands in future and, accordingly, will have available the necessary commercial freedoms to exploit the growth opportunities offered by the market.
It is intended that the resolutions required for the implementation thereof be adopted by the annual general meeting scheduled for 4 August 2009.
The objective is to achieve a higher transparency of the group's activities, in particular vis-à-vis shareholders and the capital market, as well as to raise the companies' profiles by their independent positioning on the market. The central provision of administrative services, as well as the group-wide co-ordination of distribution, will ensure synergy effects within the group and, consequently, make an important contribution to the profitable growth of the companies in the years to come. The companies will operate as independent brands in future and, accordingly, will have available the necessary commercial freedoms to exploit the growth opportunities offered by the market.
It is intended that the resolutions required for the implementation thereof be adopted by the annual general meeting scheduled for 4 August 2009.
