Schaeffler Group seeks strategic shareholding in Continental AG

Herzogenaurach, (PresseBox) - .
- Takeover offer to all shareholders of Continental AG of 69.37 EUR per share - at least however the minimum price determined by the Federal Supervisory Authority for Financial Services (Bundesanstalt für Finanzdienstleistungsaufsicht) - in cash announced
- Schaeffler Group already possesses 2.97 percent of Continental shares, is entitled to ac-quire 4.95 percent of Continental shares under financial instruments and has entered into swap transaction regarding approximately 28 percent of the shares
- Coalition of two internationally leading automotive suppliers headquartered in Germany
- Schaeffler Group supports the strategy of Continental AG. Continental AG in its entirety shall continue to operate as a stand-alone, listed company
- Schaeffler management is prepared to hold further talks

Schaeffler Group, Herzogenaurach, is seeking to acquire a strategic shareholding of more than 30 percent in Continental AG, Hanover, but not necessarily a majority stake. In order to acquire the shares Schaeffler Group is extending the shareholders of Continental AG a voluntary public takeover offer. Schaeffler is offering each shareholder of Continental AG 69.37 EUR per share in cash or - if higher - the minimum offer price as determined by the Federal Supervisory Authority for Financial Services (Bundesanstalt für Finanzdienstleistungsaufsicht). This corresponds to the weighted average share price of Continental shares on XETRA and in floor trading over the past three months and is thus viewed as fair consideration in accordance with the Securities Acquisition and Takeover Act (WpÜG). Schaeffler Group and Continental AG, two internationally leading automotive suppliers headquar-tered in Germany, are joining forces. The coalition is an opportunity to achieve even greater suc-cess in the global arena while continuing to operate from Germany, thereby preserving jobs at locations in Germany.

"The focus is on combining the strengths of the two companies. Schaeffler Group is an indepen-dent family-owned company, which, as a major shareholder with a long-term outlook, offers Con-tinental AG the stability and security it needs to continue on its course in a difficult market envi-ronment. Schaeffler expressly supports the strategy of Continental including its tire business," said Dr. Jürgen Geißinger, President and CEO of Schaeffler Group.

Schaeffler will not break up Continental AG. The company will continue to be listed on the stock exchange and, if possible, remain in the DAX index. Continental will remain an independent com-pany headquartered in Hanover. No jobs will be lost in conjunction with the transaction.

Schaeffler Group currently holds 2.97 percent of the shares in Continental AG and is entitled to acquire further 4.95 percent of the Continental shares under financial instruments. Moreover, Schaeffler has entered into swap transactions regarding approximately 28 percent of the Conti-nental shares. These swap transactions are to be settled in cash and therefore do not have to be disclosed under the German Securities Trading Act (WpHG). These swap transactions may be terminated by Schaeffler at any time. Schaeffler has not yet decided if and when they will be terminated. If it decides to terminate the swap transactions during the acceptance period or the additional acceptance period, up to 28 percent of the Continental shares therefrom could be offered to it under the takeover offer following such termination.

Financing for a potential takeover offer for the purchase of all shares has been secured in the full amount. Schaeffler will service the acquisition facility of the transaction on its own and is not dependent on access to cashflows from Continental AG.

The two companies fit each other well. Schaeffler's strengths are in the fields of mechanical, me-chatronic and precision components for engines (powertrain), transmissions and chassis. Conti-nental's strengths are in the fields of electronic and software systems for engines, chassis and interiors. The two companies are thus ideal complements to one another. In particular, the coor-dination of the development and innovation expertise of the two technology leaders offers greater market opportunities. Together, Schaeffler and Continental will be in an even better position to offer solutions for the technological challenges facing the automobile industry.

The expansion of joint, coordinated projects will create the best conditions that will enable the two companies to profit to an even greater extent from core areas of future development of the automotive industry like the "energy-efficient car of the future." The complementary product portfolio offers additional opportunities to develop systems for reducing fuel consumption such as environmentally friendly hybrid drive systems and emission-free electric drive systems.

In the interest of the future both companies and to secure this compelling industrial solution Schaeffler management is available to continue talks and enter into dialogue with employee rep-resentatives.

Further information on the planned tender offer will be available on the Internet at www.schaeffler-angebot.de.

Schaeffler AG

Schaeffler Group, together with its brands INA, FAG and LuK, is a leading global provider of anti-friction bearings and a respected supplier to the automobile industry. With some 66,000 employees worldwide in over 180 locations, the company produces and markets precision components and systems for the automobile sector, industry and aerospace sector. In 2007 Schaeffler Group generated revenues of 8.9 billion euros, with the automotive division accounting for 60 percent. The Group has 29,000 employees in Germany. The workforce of Schaeffler Group has grows by 12,000 employees since 2002, 4,000 of whom are located in Germany. Schaeffler Group also created 700 new jobs in Germany in 2007.

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