KTM AG

EANS-Adhoc: KTM AG
Takeover bid


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  ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide
  distribution. The issuer is solely responsible for the content of this
  announcement.
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23.07.2012

- CROSS KraftFahrZeug Holding GmbH publishes results of the compulsory offer to
shareholders of KTM AG 
- Discontinuance of the admission requirements for the Second Regulated Market
(Geregelter Freiverkehr) of the Vienna Stock Exchange due to falling below the
free float requirements 
- Intended inclusion of the KTM shares in trading on the Third Market (Dritter
Markt) of the Vienna Stock Exchange 

On 4 July 2012, CROSS KraftFahrZeug Holding GmbH (the "Offeror") placed a public
compulsory offer (the "Bid") according to section 22 of the Austrian Takeover
Act to the shareholders of KTM AG to buy all KTM shares which are not held by
the Offeror, parties acting in concert with the Offeror and shareholders who
issued a binding waiver. The acceptance period ended on 18 July 2012. At the
time of publication of the Bid, the Offeror and parties acting in concert with
the Offeror held 5,478,033 KTM shares; this equalled 50.51% of the share capital
of KTM AG.

Until the end of the acceptance period UniCredit Bank Austria AG, acting as a
tender and paying agent, received 119,897 KTM shares; this equals 1.11% of the
share capital of KTM AG. Thus, the Offeror and parties acting in concert with
the Offeror dispose over 5,597,930 KTM shares; this equals 51.62% of the share
capital of KTM AG. The offer price of EUR 44.00 per share will be paid by
UniCredit Bank Austria AG, as tender and paying agent, to the shareholders who
have accepted the Bid in due time against transfer of the shares at the latest
on 1 August 2012.

According to section 19 paragraph 3 of the Austrian Takeover Act the period to
accept the Bid for those shareholders, who have not accepted the Bid, is
extended by three months from the date of publication of the results. The
results have been published on 23 July 2012. Thus, this extended acceptance
period ends on 23 October 2012 so that the Bid can be accepted till 23 October
2012.

The minimum free float requirements for admission of the KTM shares to the
Second Regulated Market (Geregelter Freiverkehr) of the Vienna Stock Exchange
amounts to 181.250 free float shares. After completion of the takeover bid,
120,871 KTM shares are free float shares. This leads to a discontinuance of the
admission requirements for the Second Regulated Market (Geregelter Freiverkehr)
of the Vienna Stock Exchange and as a result to a withdrawal of the admission of
the KTM shares to the Second Regulated Market (Geregelter Freiverkehr) of the
Vienna Stock Exchange. KTM AG will apply for inclusion of the KTM shares in
trading on the Third Market (Dritter Markt) of the Vienna Stock Exchange as of
withdrawal of the admission of the KTM shares to the Second Regulated Market
(Geregelter Freiverkehr).


Further inquiry note:
KTM AG
Mag. Viktor Sigl MBA
Tel: +43 7742 6000 144
Mail to: viktor.sigl@ktm.at

end of announcement                               euro adhoc 
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issuer:      KTM AG
             Stallhofnerstraße 3
             A-5230 Mattighofen
phone:       +43(0)7742/6000-0
FAX:         +43(0)7742/6000-5216
mail:     ir@ktmpowersports.com
WWW:      www.ktm.com
sector:      Technology
ISIN:        AT0000645403
indexes:     mid market
stockmarkets: official market: Wien 
language:   English
 

 

 



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