1800999 Knorr-Bremse AG: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

18.07.2019 / 08:59
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Name: Knorr-Bremse Aktiengesellschaft
Street: Moosacher Str. 80
Postal code: 80809
City: Munich
Germany
Legal Entity Identifier (LEI): 5299001GRRO0Z25YZT52

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
  Other reason:

3. Details of person subject to the notification obligation
Legal entity: The Capital Group Companies, Inc.
City of registered office, country: Los Angeles, California, USA, United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
 

5. Date on which threshold was crossed or reached:
15 Jul 2019

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
Total of both in %
(7.a. + 7.b.)
Total number of voting rights pursuant to Sec. 41 WpHG
New 3.04 % 0 % 3.04 % 161200000
Previous notification n/a % n/a % n/a % /

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)
ISIN Absolute In %
  Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
DE000KBX1006 4899186 % 3.04 %
Total 4899186 3.04 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
%
    Total %

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
%
      Total %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least 3% or more) % of voting rights through instruments (if at least 5% or more) Total of both (if at least 5% or more)
The Capital Group Companies, Inc. % % %
Capital Research and Management Company 3.04 % % %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:
Proportion of voting rights Proportion of instruments Total of both
% % %

10. Other explanatory remarks:
 

Date
17 Jul 2019



18.07.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1792801 Knorr-Bremse pays dividend of EUR 1.75 per share]]> Payout ratio of approx. 45 percent of consolidated net income
▪ Annual General Meeting approves actions of Executive Board and Supervisory Board by large majority
▪ Good start to 2019 underscores company’s future opportunities

Munich, Juni 18, 2018 – At today’s Annual General Meeting of Knorr-Bremse AG, shareholders approved the proposal by the Executive Board and Supervisory Board to pay a dividend of EUR 1.75 per dividend-bearing share (161,200,000 shares) for the 2018 financial year. The total dividend payout thus amounts to EUR 282 million or 45 percent of consolidated net income.

The 250 or so shareholders present at the AGM approved the actions of the members of the Management Board and Supervisory Board for the 2018 financial year by a large majority. In total, some 93.31 percent of Knorr-Bremse’s share capital was represented at the AGM.

The company started the year with revenue growth of almost nine percent (rising to EUR 1.7 billion) and EBITDA growth of 13 percent in the first quarter of 2019. Thanks to these good figures, the company can look to the future with optimism. In their report, the members of Knorr-Bremse AG’s Executive Board highlighted the company’s outstanding growth and the resultant opportunities to play a major role in shaping key social megatrends such as urbanization, eco-efficiency, digitization and automated driving.

Ralph Heuwing, CFO of Knorr-Bremse AG, emphasized how important it is for the company to invest in research and development: “Last year, our investments amounted to over EUR 300 million. This is almost a third more than in the previous year. This means we are having a formative impact on the future of mobility. We are making rail and commercial vehicle transportation safer, more reliable, cleaner and more efficient. Around one billion people rely on our products every day – which obliges us to provide the very highest quality.”

Dr. Jürgen Wilder, member of the Executive Board responsible for Knorr-Bremse AG’s Rail Vehicle Systems division, highlighted the growth opportunities in the low-emission drive sector: “Many railroad lines in Germany have not yet been electrified. Diesel-powered trains still run on these lines, but they are becoming less and less popular. However, electrifying a railroad is an expensive infrastructure project that costs money and time. One highly feasible alternative could be to retrofit these trains with hybrid drives. Our subsidiary Kiepe Electric has suitable hybrid systems in its product portfolio.”

Dr. Peter Laier, member of the Executive Board responsible for Knorr-Bremse AG’s Commercial Vehicle Systems division, described the growth prospects for the company’s automated driving technologies: “Automated driving for commercial vehicles will come, because it makes sense for the transportation industry – thanks to longer operating times, fewer accidents and lower personnel costs. Studies show that by 2030, autonomous driving will increase trucks’ productive operating time by up to 50 percent. And we are playing a key role in guiding and shaping this megatrend.”

The speeches of the Executive Board members and the detailed voting results for each item on the AGM agenda have been published on Knorr-Bremse’s corporate website at www.knorr-bremse.com.

About Knorr-Bremse AG
Knorr-Bremse (ISIN: DE000KBX1006, ticker symbol: KBX) is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle subsystems. Knorr- Bremse’s products make a decisive contribution to improving safety and energy efficiency on rail tracks and roads around the world. Approximately 28,500 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. In 2018, Knorr-Bremse’s two divisions together generated revenues of EUR 6.6 billion. For more than 114 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany’s most successful industrial companies and profits from the key global megatrends: urbanization, eco-efficiency, digitization and automated driving.

Press contact:

Alexandra Bufe
Phone: +49 89 3547 1402
Mobile: +49 170 704 3786
Email: alexandra.bufe@knorr-bremse.com

Investor relations contact

Andreas Spitzauer
Phone: +49 89 3547 182310
Email: investor.relations@knorr-bremse.com

DISCLAIMER OF LIABILITY
This publication has been independently prepared by Knorr-Bremse AG (“Knorr-Bremse”). It may contain forward-looking statements which address key issues such as strategy, future financial results, events, competitive positions and product developments. Such forward-looking statements are subject to a number of risks, uncertainties and other factors, including, but not limited to, those described in Knorr-Bremse’s disclosures. Should one or more of these risks, uncertainties or other factors materialize, or should underlying expectations not occur or shall assumptions prove incorrect, the actual results, performances or achievements of Knorr-Bremse may vary materially from those described in the relevant forward-looking statements. Such forward-looking statements may be identified by words such as “expect,” “want,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “estimate,” “will,” “project” or words of similar meaning. Knorr-Bremse does not intend, nor does it assume any obligation, to update or revise its forward-looking statements regularly in light of developments which differ from those anticipated.

This publication may include – in the applicable financial reporting framework not clearly defined – supplemental financial measures that are or may be alternative performance measures (non-GAAP measures). Knorr-Bremse’s net assets, financial position and results of operations should not be assessed solely on the basis of these alternative supplemental financial measures. Under no circumstances do they replace the performance indicators presented in the consolidated financial statements and calculated in accordance with the applicable financial reporting framework. The calculation by other companies that report or describe similarly titled alternative performance measures may vary despite the use of the same or similar terminology.]]>
1783253 DGAP-DD: Knorr-Bremse Aktiengesellschaft english]]>


Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

05.06.2019 / 12:14
The issuer is solely responsible for the content of this announcement.


1. Details of the person discharging managerial responsibilities / person closely associated

a) Name
Title:
First name: Kathrin
Last name(s): Dahnke

2. Reason for the notification

a) Position / status
Position: Member of the administrative or supervisory body

b) Initial notification

3. Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a) Name
Knorr-Bremse Aktiengesellschaft

b) LEI
5299001GRRO0Z25YZT52 

4. Details of the transaction(s)

a) Description of the financial instrument, type of instrument, identification code
Type: Share
ISIN: DE000KBX1006

b) Nature of the transaction
Acquisition

c) Price(s) and volume(s)
Price(s) Volume(s)
97.50 EUR 34250 EUR

d) Aggregated information
Price Aggregated volume
97.50 EUR 34250 EUR

e) Date of the transaction
2019-05-31; UTC+2

f) Place of the transaction
Name: XETRA
MIC: XETR



05.06.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1782191 Knorr-Bremse AG: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

03.06.2019 / 12:19
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Name: Knorr-Bremse Aktiengesellschaft
Street: Moosacher Str. 80
Postal code: 80809
City: Munich
Germany
Legal Entity Identifier (LEI): 5299001GRRO0Z25YZT52

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
X Other reason:
voluntary group notification due to crossing a threshold on subsidiary level

3. Details of person subject to the notification obligation
Legal entity: BlackRock, Inc.
City of registered office, country: Wilmington, Delaware, United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
 

5. Date on which threshold was crossed or reached:
28 May 2019

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
Total of both in %
(7.a. + 7.b.)
Total number of voting rights pursuant to Sec. 41 WpHG
New 4.15 % 0.08 % 4.24 % 161200000
Previous notification 3.06 % 0.01 % 3.08 % /

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)
ISIN Absolute In %
  Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
DE000KBX1006 0 6454838 0 % 4.004 %
US4991801071 0 240313 0 % 0.15 %
Total 6695151 4.15 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
Lent Securities N/A N/A 102664 0.06 %
    Total 102664 0.06 %

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Contract for Difference N/A N/A Cash 29062 0.02 %
      Total 29062 0.02 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least 3% or more) % of voting rights through instruments (if at least 5% or more) Total of both (if at least 5% or more)
BlackRock, Inc. % % %
Trident Merger LLC % % %
BlackRock Investment Management, LLC % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Capital Holdings, Inc. % % %
BlackRock Advisors, LLC % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock (Singapore) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Holdco 4, LLC % % %
BlackRock Holdco 6, LLC % % %
BlackRock Delaware Holdings Inc. % % %
BlackRock Fund Advisors % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Holdco 4, LLC % % %
BlackRock Holdco 6, LLC % % %
BlackRock Delaware Holdings Inc. % % %
BlackRock Institutional Trust Company, National Association % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Australia Holdco Pty. Ltd. % % %
BlackRock Investment Management (Australia) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock HK Holdco Limited % % %
BlackRock Asset Management North Asia Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Canada Holdings LP % % %
BlackRock Canada Holdings ULC % % %
BlackRock Asset Management Canada Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock HK Holdco Limited % % %
BlackRock Lux Finco S. a r.l. % % %
BlackRock Japan Holdings GK % % %
BlackRock Japan Co., Ltd. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock (Netherlands) B.V. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Advisors (UK) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.a.r.l. % % %
BlackRock (Luxembourg) S.A. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
BlackRock Life Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.a.r.l. % % %
BlackRock Investment Management Ireland Holdings Limited % % %
BlackRock Asset Management Ireland Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.a.r.l. % % %
BlackRock UK Holdco Limited % % %
BlackRock Asset Management Schweiz AG % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Fund Managers Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
iShares (DE) I Investmentaktiengesellschaft mit Teilgesellschaftsvermögen % % %
- % % %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:
Proportion of voting rights Proportion of instruments Total of both
% % %

10. Other explanatory remarks:
 

Date
31 May 2019



03.06.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1781067 Knorr-Bremse Aktiengesellschaft: Knorr-Bremse starts powerful into 2019]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Quarterly / Interim Statement/Quarter Results

29.05.2019 / 07:00
The issuer is solely responsible for the content of this announcement.


Press release
Munich, May 29, 2019

Knorr-Bremse starts powerful into 2019

- New record level: Order intake of EUR 1,893m leading to a record order book of EUR 4,701m (more than 8 months of revenue)

- Dynamic Development: Strong revenue growth of 8.8% to EUR 1,755m, outperforming rail and truck markets

- High profitability: EBITDA margin at 19.0% compared to 18.3% in Q1 2018

- Updated Guidance for fiscal year 2019: Revenues EUR 6,875m - 7,075m, EBITDA margin of 18.5% - 19.5%

 

Munich, May 29, 2019 - Knorr-Bremse AG, the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems, today published its first quarter results of 2019.

Ralph Heuwing, CFO of Knorr-Bremse AG: "We have had a strong start into the year 2019. Our operating performance, both in terms of sales and earnings, is a convincing proof of Knorr-Bremse's outstanding business model with a global presence and local production in all markets. Our record order book of EUR 4.7bn promises a healthy continuation in 2019. With several exciting M&A transactions over the last months we are heading for strengthening and expanding our already strong market positions in CVS and RVS. The acquisition of the commercial vehicle steering business of Hitachi Automotive Systems, in particular, positions us very well for combining braking and steering technologies, a key requirement for highly automated driving."

Dynamic development

During the first three months of fiscal year 2019, order intake of Knorr-Bremse Group grew by 5.3% to EUR 1,893m compared to EUR 1,798m in Q1 2018. With EUR 4,701m the order book reached a new record level after EUR 4,361m at the end of Q1 2018. The high level of order backlog provides a sufficient visibility for the coming quarters.

Revenues increased by 8.8% to EUR 1,755m after EUR 1,614m in Q1 2018. Both segments and all major regions supported the growth.

With its focus on rail and commercial vehicles, Knorr-Bremse is thus clearly setting itself apart from other industrial goods markets, particularly the automotive sector.

Further improvement of EBITDA and EBIT

Based on the strong revenue growth Knorr-Bremse Group generated in the first three months of 2019 an EBITDA of EUR 334m after EUR 295m in in the same period a year earlier (+13.0%). The result benefitted from first time adoption of IFRS 16 which contributed EUR 13m or 70 bp. EBITDA-margin respectively reached 19.0% after 18.3% in Q1 2018, a plus of 70 bp.

EBIT reached EUR 275m in Q1 2019 after EUR 229m in Q1 2018. The EBIT-margin rose to 15.6% in Q1 2019 after 14.2% in the previous year's quarter. Q1 2018 had been impacted by an asset impairment in preparation to the potential disposal of the rail vehicle maintenance business.

Segments

Rail Vehicle Systems RVS with strong top and bottom line momentum

Revenues of the RVS segment in the first three months grew strongly by 9.4% to EUR 911m after EUR 833m in Q1 2018. The strong development was driven by aftermarket business and positive volume and mix effects in all regions. The disposal of the loss-making businesses of the Blueprint Group and Sydac supported its profitability as well.

In Europe major growth came from the OE business, especially Freight Cars, Regional & Commuter and Metro. In Asia/Pacific we saw an outperformance of the OE business in India and an increase in the Chinese aftermarket. In North and South America revenues showed a positive development in Onboard, Freight and Aftermarket business. The Aftermarket share of revenues during the period reached 38% after 36% in the first three months 2018. In Q1 2019 EBITDA of the RVS segment increased by 27.3% to EUR 200m. The EBITDA margin increased from 18.8% in Q1 2018 to 21.9% in Q1 2019.

Commercial Vehicle Systems CVS benefitted from strong US market

Despite global economic uncertainty CVS posted high growth numbers. Its top line increased by 8.4% over last year's first quarter and reached EUR 846m in Q1 2019. Increasing content per vehicle across the globe resulted in a higher demand for Knorr-Bremse products and systems of CVS.

Especially growth in driver assistance systems as well as the ongoing migration from air drum brakes to air disc brakes were the main drivers for the positive development of North American CVS business. The segment outperformed the truck production rate which advanced by only 1.6%. The European business showed a solid revenue development. In the Asia/Pacific region revenues of Chinese business were moderately higher despite lower truck production rate. A stronger OE business resulted in a lower Aftermarket share in sales of 23% compared to 25% in Q1 2018.

CVS achieved an EBITDA of EUR 141m in the first quarter 2019 after EUR 132m in Q1 2018. The EBITDA margin declined moderately to 16.6% after 16.9% due to a different mix of products sold, and thus remained at a similar level to Q3/Q4 2018.

Regions

Regional revenue contributions show an increase of business in North America which grew by 27.1%, partly due to currency effects. The regional split of revenues was: 48.0% Europe/Africa (prior year 50.9%), 23.2% North America (prior year 19.8%), 1.6% South America (prior year 1.8%) and 27.2% Asia/Pacific (prior year 27.5%).

Capital expenditure and employment above last year

During the first three months of 2019, the company invested EUR 98m (EUR 85m before asset deals) in tangible and intangible assets (EUR 41m Q1 2018). This reflected, amongst other, capacity expansion in the air disk brake manufacturing in North-America as well as ongoing site investment in Munich, as well as an effect from IFRS 16 of EUR 17m in Q1 2019.

The average number of employees during the period rose by 455 to 29.149.

Updated Outlook for 2019

Assuming a stable economic environment and under consideration of the M&A transactions in 2019 as well as the first time application of IFRS16 Knorr-Bremse updated and increased its outlook for 2019. The Company now expects to generate EUR 6,875m - 7,075m in revenues for the full year 2019 (previous guidance: EUR 6,800m - 7,000m; reported 2018: EUR 6,616m) and an EBITDA margin within a range of 18.5% to 19.5% (previous guidance: 18.0% to 19.0%; reported 2018: 17.8%).

The full quarterly statement is available on the website at www.knorr-bremse.com

Key figures of Knorr-Bremse Group:

 

  1st quarter  
  2019 2018 Δ
  mEUR mEUR  
Revenues 1,755 1,614 +8.8%
EBITDA 334 295 +13.0%
margin 19.0% 18.3% +0.7 ppt
Order book 4,701 4,361 +7.8%
Free Cashflow 26.8 41.8 -35.9%
Capital expanditure 98.5 41.5 +137.4%
R&D in % of revenues 6.0% 6.0%  
 


About Knorr-Bremse
Knorr-Bremse (ISIN: DE000KBX1006, Tickersymbol: KBX)
is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems. Knorr-Bremse's products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. About 28,500 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. In 2018, Knorr-Bremse's two divisions together generated revenues of EUR 6.6 billion. For more than 114 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany's most successful industrial companies and profits from the key global megatrends: Urbanization, eco-efficiency, digitization and automated driving.

Contact Media Relations

Alexandra Bufe
Phone: +49 89 3547 1402
Mobile: +49 170 704 3786
Email: alexandra.bufe@knorr-bremse.com
Contact Investor Relations

Andreas Spitzauer
Phone: +49 89 3547 182310
Email: investor.relations@knorr-bremse.com
 

 

DISCLAIMER

This publication has been independently prepared by Knorr-Bremse AG ("Knorr-Bremse"). It may contain forward-looking statements which address key issues such as strategy, future financial results, events, competitive positions and product developments. Such forward-looking statements are subject to a number of risks, uncertainties and other factors, including, but not limited to, those described in Knorr-Bremse's disclosures. Should one or more of these risks, uncertainties or other factors materialize, or should underlying expectations not occur or shall assumptions prove incorrect, the actual results, performances or achievements of Knorr-Bremse may vary materially from those described in the relevant forward-looking statements. Such forward-looking statements may be identified by words such as "expect," "want," "anticipate," "intend," "plan," "believe," "seek," "estimate," "will," "project" or words of similar meaning. Knorr-Bremse does not intend, nor does it assume any obligation, to update or revise its forward-looking statements regularly in light of developments which differ from those anticipated.

This publication may include - in the applicable financial reporting framework not clearly defined - supplemental financial measures that are or may be alternative performance measures (non-GAAP-measures). Knorr-Bremse's net assets, financial position and results of operations should not be assessed solely on the basis of these alternative supplemental financial measures. Under no circumstances do they replace the performance indicators presented in the consolidated financial statements and calculated in accordance with the applicable financial reporting framework. The calculation by other companies that report or describe similarly titled alternative performance measures may vary despite the use of the same or similar terminology.



29.05.2019 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1780937 Knorr-Bremse AG: Preliminary announcement of the publication of quarterly reports and quarterly/interim statements]]>
Knorr-Bremse Aktiengesellschaft / Preliminary announcement on the disclosure
of financial statements

28.05.2019 / 16:35
Preliminary announcement of the publication of quarterly reports and
quarterly/interim statements transmitted by DGAP - a service of EQS Group
AG.
The issuer is solely responsible for the content of this announcement.

---------------------------------------------------------------------------

Knorr-Bremse Aktiengesellschaft hereby announces that the following
financial reports shall be disclosed :

Report: Quarterly/ Interim statement within the 1st half-year
Date of disclosure / German: May 29, 2019
Date of disclosure / English: May 29, 2019
German: https://ir.knorr-bremse.com/websites/knorrbremse_ir/German/3000/finanzpublikationen.html
English: https://ir.knorr-bremse.com/websites/knorrbremse_ir/English/3000/financial-publications.html


---------------------------------------------------------------------------

28.05.2019 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de

---------------------------------------------------------------------------

     Language:    English
     Company:     Knorr-Bremse Aktiengesellschaft
                  Moosacher Str. 80
                  80809 Munich
                  Germany
     Internet:    www.knorr-bremse.com



     End of News    DGAP News Service
]]>
1773107 Knorr-Bremse Aktiengesellschaft: esignation of CEO Mr. Klaus Deller from the executive board of Knorr-Bremse AG]]>

Knorr-Bremse Aktiengesellschaft / Key word(s): Personnel
Knorr-Bremse Aktiengesellschaft: esignation of CEO Mr. Klaus Deller from the executive board of Knorr-Bremse AG

30-Apr-2019 / 13:22 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Resignation of CEO Mr. Klaus Deller from the executive board of Knorr-Bremse AG

Munich, 30 April 2019 - Mr. Klaus Deller, CEO of Knorr-Bremse AG, is leaving the company as of 30 April 2019 by mutual agreement. The supervisory board has already initiated the search for a successor. The responsibilities of Mr. Deller have been assigned jointly to the remaining members of the executive board, Ralph Heuwing, Dr. Peter Laier and Dr. Jürgen Wilder, for this transitional period.

The supervisory board fully supports the successful strategy of Knorr-Bremse AG. Current business is fully in line with expectations. Mr. Deller's departure is due to different views regarding leadership and cooperation.

Contact Press: Contact Investor Relations:
Alexandra Bufe Andreas Spitzauer
Head of Corporate Communications Head of Investor Relations

Phone: +49 89 3547 1402 Phone: +49 89 3547-182310
Mobile: +49 170 704 3786 Mobile: +49 175 528 1320
Email: alexandra.bufe@knorr-bremse.com Email: investor.relations@knorr-bremse.com

 

 


30-Apr-2019 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1772557 Knorr-Bremse AG: Preliminary announcement of the publication of financial reports according to Articles 114, 115, 117 of the WpHG [the German Securities Act]]]>
Knorr-Bremse Aktiengesellschaft / Preliminary announcement on the disclosure
of financial statements

29.04.2019 / 14:47
Preliminary announcement of the publication of financial reports according
to Articles 114, 115, 117 of the WpHG [the German Securities Act]
transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

---------------------------------------------------------------------------

Knorr-Bremse Aktiengesellschaft hereby announces that the following
financial reports shall be disclosed :

Report: Annual financial report of the group
Date of disclosure / German: April 30, 2019
Date of disclosure / English: April 30, 2019
German: https://ir.knorr-bremse.com/websites/knorrbremse_ir/German/3000/finanzpublikationen.html
English: https://ir.knorr-bremse.com/websites/knorrbremse_ir/English/3000/financial-publications.html


---------------------------------------------------------------------------

29.04.2019 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de

---------------------------------------------------------------------------

     Language:    English
     Company:     Knorr-Bremse Aktiengesellschaft
                  Moosacher Str. 80
                  80809 Munich
                  Germany
     Internet:    www.knorr-bremse.com



     End of News    DGAP News Service
]]>
1762247 Knorr-Bremse AG: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

21.03.2019 / 09:57
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Name: Knorr-Bremse Aktiengesellschaft
Street: Moosacher Str. 80
Postal code: 80809
City: Munich
Germany
Legal Entity Identifier (LEI): 5299001GRRO0Z25YZT52

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
  Other reason:

3. Details of person subject to the notification obligation
Legal entity: BlackRock, Inc.
City of registered office, country: Wilmington, Delaware, United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
 

5. Date on which threshold was crossed or reached:
15 March 2019

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
Total of both in %
(7.a. + 7.b.)
Total number of voting rights pursuant to Sec. 41 WpHG
New 3.06 % 0.01 % 3.08 % 161200000
Previous notification 2.98 % 0.02 % 2.995 % /

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)
ISIN Absolute In %
  Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
DE000KBX1006 0 4740664 0 % 2.94 %
US4991801071 0 199377 0 % 0.12 %
Total 4940041 3.06 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
Lent Securities N/A N/A 18557 0.01 %
    Total 18557 0.01 %

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Contract for Difference N/A N/A Cash 3315 0.002 %
      Total 3315 0.002 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least 3% or more) % of voting rights through instruments (if at least 5% or more) Total of both (if at least 5% or more)
BlackRock, Inc. % % %
Trident Merger LLC % % %
BlackRock Investment Management, LLC % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Capital Holdings, Inc. % % %
BlackRock Advisors, LLC % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock (Singapore) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Holdco 4, LLC % % %
BlackRock Holdco 6, LLC % % %
BlackRock Delaware Holdings Inc. % % %
BlackRock Institutional Trust Company, National Association % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Australia Holdco Pty. Ltd. % % %
BlackRock Investment Management (Australia) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock HK Holdco Limited % % %
BlackRock Asset Management North Asia Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Advisors (UK) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.a.r.l. % % %
BlackRock (Luxembourg) S.A. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
BlackRock Life Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.a.r.l. % % %
BlackRock Investment Management Ireland Holdings Limited % % %
BlackRock Asset Management Ireland Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Fund Managers Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
iShares (DE) I Investmentaktiengesellschaft mit Teilgesellschaftsvermögen % % %
- % % %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:
Proportion of voting rights Proportion of instruments Total of both
% % %

10. Other explanatory remarks:
 

Date
20 March 2019



21.03.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1758891 Knorr-Bremse Aktiengesellschaft: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

07.03.2019 / 18:41
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Name: Knorr-Bremse Aktiengesellschaft
Street: Moosacher Str. 80
Postal code: 80809
City: Munich
Germany
Legal Entity Identifier (LEI): 5299001GRRO0Z25YZT52

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
  Other reason:

3. Details of person subject to the notification obligation
Legal entity: BlackRock, Inc.
City of registered office, country: Wilmington, Delaware, United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
 

5. Date on which threshold was crossed or reached:
28 Feb 2019

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
Total of both in %
(7.a. + 7.b.)
Total number of voting rights pursuant to Sec. 41 WpHG
New 2.98 % 0.02 % 2.995 % 161200000
Previous notification 3.002 % 0.002 % 3.004 % /

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)
ISIN Absolute In %
  Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
DE000KBX1006 0 4596674 0 % 2.85 %
US4991801071 0 201577 0 % 0.13 %
Total 4798251 2.98 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
Lent Securities N/A N/A 25857 0.02 %
    Total 25857 0.02 %

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Contract for Difference N/A N/A Cash 4500 0.003 %
      Total 4500 0.003 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least 3% or more) % of voting rights through instruments (if at least 5% or more) Total of both (if at least 5% or more)
BlackRock, Inc. % % %
Trident Merger LLC % % %
BlackRock Investment Management, LLC % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Capital Holdings, Inc. % % %
BlackRock Advisors, LLC % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock (Singapore) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Holdco 4, LLC % % %
BlackRock Holdco 6, LLC % % %
BlackRock Delaware Holdings Inc. % % %
BlackRock Institutional Trust Company, National Association % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Australia Holdco Pty. Ltd. % % %
BlackRock Investment Management (Australia) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock HK Holdco Limited % % %
BlackRock Asset Management North Asia Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Advisors (UK) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.a.r.l. % % %
BlackRock (Luxembourg) S.A. % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
BlackRock Life Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.a.r.l. % % %
BlackRock Investment Management Ireland Holdings Limited % % %
BlackRock Asset Management Ireland Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Fund Managers Limited % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
- % % %
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
iShares (DE) I Investmentaktiengesellschaft mit Teilgesellschaftsvermögen % % %
- % % %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:
Proportion of voting rights Proportion of instruments Total of both
% % %

10. Other explanatory remarks:
 

Date
05 March 2019



07.03.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1758609 Knorr-Bremse Aktiengesellschaft: Knorr-Bremse AG presents strong preliminary full-year 2018 numbers - guidance fully delivered - profitable growth expected to continue in 2019]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Preliminary Results

07.03.2019 / 07:31
The issuer is solely responsible for the content of this announcement.


Press release
Munich, 7 March 2019

Knorr-Bremse AG presents strong preliminary full-year 2018 numbers - guidance fully delivered - profitable growth expected to continue in 2019

- Knorr-Bremse AG looks back at a successful 2018: strategic and financial objectives achieved

- Confident outlook 2019 despite growing economic and political risks

- Knorr-Bremse gained admission to Germany's MDAX on 5 March 2019 and will enter the index on 18 March 2019

- Strong revenue growth: FX-adjusted 2018 revenues grow by 10.5%. Reported revenues up 7.5% to 6,616 mEUR (PY: 6,154 mEUR). Both segments contribute: RVS +6.2%, CVS +9.3%

- Continued solid profitability: EBITDA and EBIT margins, adjusted for IPO cost reimbursement, at 18.0% (PY: 18.1%) and 14.9% (PY: 14,7%). Operating EBITDA and EBIT margins, eliminating disposal effects, at 18.4% and 15.6%

- Strong order book: Order book grows by 9.2% to 4,563 mEUR (PY: 4,177 mEUR), underscoring good medium-term prospects

- Guidance for fiscal year 2019: Revenues 6,800-7,000 mEUR, EBITDA margin corridor 18.0%-19.0%, assuming a stable economic and political environment

- The Executive Board intends to propose a dividend within the range of 40-50% of net profit, as determined by the company's dividend policy

 

Munich, 7 March 2019 - Knorr-Bremse AG, the global market leader for braking systems and a leading supplier of safety-critical rail and commercial vehicle systems, today published its preliminary full-year 2018 results.

"Knorr-Bremse looks back at a successful 2018 and we are pleased with the positive development of both our businesses. Despite uncertain and volatile markets, the demand for Knorr-Bremse rail and truck systems rose to new heights. We are particularly proud to have won 26 projects for metro lines in China alone - evidence of the high regard our systems are held in", says Klaus Deller, CEO of Knorr-Bremse AG. "With organic growth as well as strategic acquisitions in both divisions, we have paved the way for our active participation in the global megatrends urbanisation, eco-efficiency, digitization and automated driving. This positioning is also reflected in the price development of our share."

With the most recent acquisition by the CVS division of the steering business of Hitachi Automotive Systems, Knorr-Bremse took an important step towards becoming a global supplier of driver assistance and highly automated driving solutions.

Strong organic growth

Currency-adjusted, revenues 2018 grew by 10.5%. Reported full-year revenues increased by 7.5% to 6,616 mEUR (2017: 6,154 mEUR). The Rail Vehicle Systems (RVS) segment grew dynamically, by 6.2% yoy. The Commercial Vehicle Systems (CVS) segment grew particularly strongly, by 9.3% yoy. Revenue growth across the two segments was almost entirely organic. All regions contributed. The strong OE business was the main driver of this growth, which, together with the portfolio disposals, led to a reduced aftermarket share to 33.8% (PY: 35.3%) of total revenues.

Continued solid profitability

At Group level, Knorr-Bremse generated a reported EBITDA of 1,178 mEUR, an increase of 5.6% on 2017 (1,116 mEUR). This corresponds to a margin of 17.8%, slightly lower than 2017 and within the guidance corridor. Adjusted for the reimbursement of IPO costs by the selling shareholder, EBITDA was 1,193 mEUR, corresponding to a margin of 18.0%. As per IFRS, this was credited to the balance sheet rather than the P&L account.

Operationally, eliminating revenues (of 68 mEUR) and losses (of -11 mEUR) of rail maintenance and simulator businesses, which were disposed in 2018, EBITDA amounted to 1,204 mEUR and a margin of 18.4%. These high profitability levels were achieved despite a smaller Aftermarket share, higher material costs, and supply-chain constraints. The R&D ratio fell slightly to 5.5% (2017: 5.8%) due to the high sales growth, but again reached a high level compared to the competition.

Group EBIT for 2018 came to 972 mEUR, up 7.6% yoy (2017: 904 mEUR) and corresponding to a margin of 14.7%, level with last year. Adjusted EBIT margin reached 14.9%, operating EBIT margin 15.6%.

Order intake and book underscore medium-term outlook

With 7,001 mEUR and a book-to-bill ratio of 1.06, Knorr-Bremse's order intake surpassed the 7 bnEUR mark for the first time in company history. Its order book reached a new high of 4.563 mEUR at the end of 2018, an increase of 9,2% against prior year (4,177 mEUR).

Segments

Rail Vehicle Systems (RVS)

RVS revenues were 6.2% higher than prior year at 3,462 mEUR (2017: 3,260 mEUR), enabling an EBITDA margin of 20.0% (2017: 19.6%). In Europe, growth was driven by the Locomotives, R&C and Metro businesses. In Asia, the Indian OE business and Chinese Rail Services grew particularly strongly. In North America, the freight business showed a positive development. Additionally, growth in volume and stringent cost measures enabled this EBITDA improvement. Adjusted for disposals, Aftermarket revenues grew by 5.8% and their share of RVS revenues amounted to 40%.

Commercial Vehicle Systems (CVS)

CVS revenues grew by 9.3% over prior year, to 3,160 mEUR (2017: 2,891 mEUR), driven by a rise of 6% in the global Truck Production Rate as well as continued outperformance on content growth, especially within the air disc brake category. Europe showed resilient, above-market growth, North America outperformed a dynamic market in the region. China also grew despite a decreasing TPR. However, profitability faced headwinds from material price inflation and supply-chain constraints, leading to an EBITDA margin of 16.4% (2017: 17.4% with an unusually strong Q4 2017). The Aftermarket share of CVS revenues during the period amounted to 27%.

R&D expenses and employment above last year

During 2018, the company spent 364 mEUR (2017: 359 mEUR) on R&D activities. Strong top-line growth led to a slightly reduced R&D ratio of 5.5% (2017: 5.8%), positioning Knorr-Bremse above its competitors.

The number of employees at the end of the year rose by 2.7% to 28,452, thereby less than sales.

MDAX inclusion as of 18 March 2019

On 5 March, Deutsche Börse admitted Knorr-Bremse to its MDAX segment as per its fast entry rules. Ralph Heuwing, CFO: "After our capital market debut in October, this is an important milestone for Knorr-Bremse and its shareholders. Based on our guidance for 2019, we are confident to continue generating value for all stakeholders."

Outlook for 2019

Macroeconomic and political risks are rising, trade conflicts and Brexit being only two examples. That said, assuming economic and political stability, the company expects to generate 6,800-7,000 mEUR in revenues for the full year 2019, and an EBITDA margin within a range of 18.0-19.0%. This is consistent with the medium-term outlook given at last year's IPO, which remains unchanged.

The above figures are preliminary and unaudited. Full results and the the full annual report will be available from 30 April 2019 on www.knorr-bremse.com

An investor conference call with CEO Deller and CFO Heuwing to discuss the preliminary full-year 2018 numbers will take place today at 2pm CET. Presentations are available on our website at www.knorr-bremse.com

 

Key figures of Knorr-Bremse Group:

  Full year   4th quarter  
  2018 2017 Δ 2018 2017 Δ
  mEUR mEUR   mEUR mEUR  
Revenues 6,616 6,154 +7.5% 1,622 1,591 +1.9%
Revenues RVS 3,462 3,260 +6.2% 829 847 -2.1%
Revenues CVS 3,160 2,891 +9.3% 798 740 +7.8%
EBITDA 1,178 1,116 +5.6% 302 337 -10.5%
margin 17.8% 18.1% -0.3 ppt 18.6% 21.2% -2.6 ppt
EBITDA RVS 693 639 +8.5% 193 200 -3.5%
EBITDA CVS 517 504 +2.6% 130 154 -15.6%
EBIT 972 904 +7.6% 254 287 -11.5%
Order intake 7,001 6,657 +5.2% 1,736 1,791 -3.1%
Order book 4,563 4,177 +9.2%      
R&D in % of revenue 5.5% 5.8% -0.3 ppt      
 



About Knorr-Bremse

Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems. Knorr-Bremse's products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany's most successful industrial companies and profits from the key global megatrends: urbanization, eco-efficiency, digitization and automated driving.

About 29,000 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse's strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.

In 2018, Knorr-Bremse's two divisions together generated revenues of EUR 6.6 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasingly cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.

Media contact

Alexandra Bufe
Phone: +49 89 3547 1402
Mobile: +49 170 704 3786
Email: alexandra.bufe@knorr-bremse.com
Investor Relations contact

Harald Kinzler
Phone: +49 89 3547 1498
Mobile: +49 172 899 6267
Email: investor.relations@knorr-bremse.com
 

 

DISCLAIMER

This publication has been independently prepared by Knorr-Bremse AG ("Knorr-Bremse"). It may contain forward-looking statements which address key issues such as strategy, future financial results, events, competitive positions and product developments. Such forward-looking statements are subject to a number of risks, uncertainties and other factors, including, but not limited to, those described in Knorr-Bremse's disclosures. Should one or more of these risks, uncertainties or other factors materialize, or should underlying expectations not occur or shall assumptions prove incorrect, the actual results, performances or achievements of Knorr-Bremse may vary materially from those described in the relevant forward-looking statements. Such forward-looking statements may be identified by words such as "expect," "want," "anticipate," "intend," "plan," "believe," "seek," "estimate," "will," "project" or words of similar meaning. Knorr-Bremse does not intend, nor does it assume any obligation, to update or revise its forward-looking statements regularly in light of developments which differ from those anticipated.

This publication may include - in the applicable financial reporting framework not clearly defined - supplemental financial measures that are or may be alternative performance measures (non-GAAP-measures). Knorr-Bremse's net assets, financial position and results of operations should not be assessed solely on the basis of these alternative supplemental financial measures. Under no circumstances do they replace the performance indicators presented in the consolidated financial statements and calculated in accordance with the applicable financial reporting framework. The calculation by other companies that report or describe similarly titled alternative performance measures may vary despite the use of the same or similar terminology.



07.03.2019 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1758515 Knorr-Bremse to enter the German MDAX]]> Munich, 06 Munich 2019 – Knorr-Bremse, the global market leader for braking systems and a leading supplier of other rail and commercial vehicle subsystems, will become a constituent of the German MDAX Index according to the fast entry rule, effective 18 March 2019. The index change was announced by Deutsche Börse as part of its quarterly index review on 05 March 2019.

Ralph Heuwing, CFO of Knorr-Bremse AG: "Knorr-Bremse's entry into the MDAX is a milestone which we are very proud of. It is confirmation of the attractiveness of the Knorr-Bremse stock, especially against the background of the current difficult and volatile capital market environment. Membership in the MDAX gives us the opportunity to reach an even wider circle of German and international investors who value our strategic direction and financial performance."

The MDAX comprises the 50 largest companies in Germany with the highest turnover on the stock exchange after the DAX 30. The two criteria of free float market capitalisation and trading volume are decisive for inclusion in the index. With regard to the first criterion, Knorr-Bremse is currently ranked 14 and is ranked 45 regarding the second criterion.


About Knorr-Bremse

Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safetycritical rail and commercial vehicle systems. Knorr-Bremse's products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany's most successful industrial companies and profits from the key global megatrends: urbanization, ecoefficiency, digitization and automated driving.

About 29,000 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse's strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.

In 2017, Knorr-Bremse's two divisions together generated revenues of EUR 6.2 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasingly cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.

Media contact 

Alexandra Bufe 
Phone: +49 89 3547 1402
Mobile: +49 170 704 3786
Email: alexandra.bufe@knorr-bremse.com 

Investor Relations contact

Harald Kinzler
Phone: +49 89 3547 1498
Mobile: +49 172 899 6267
Email: investor.relations@knorr-bremse.com

DISCLAIMER

Diese Veröffentlichung wurde von der Knorr-Bremse AG selbstständig erstellt und kann zukunftsgerichtete Aussagen zu wichtigen Themen wie Strategie, zukünftigen finanziellen Ergebnissen, Ereignissen, Marktpositionen und Produktentwicklungen enthalten. Diese zukunftsgerichteten Aussagen sind - wie jedes unternehmerische Handeln in einem globalen Umfeld - stets mit Unsicherheit verbunden. Sie unterliegen einer Vielzahl von Risiken, Ungewissheiten und anderen Faktoren, die in Veröffentlichungen von Knorr-Bremse AG, insbesondere im Abschnitt "Risiken" des Geschäftsberichts, beschrieben werden, sich aber nicht auf diese beschränken. Sollten sich eine(s) oder mehrere dieser Risiken, Ungewissheiten oder andere Faktoren realisieren oder sollte sich erweisen, dass die zugrunde liegenden Erwartungen nicht eintreten beziehungsweise Annahmen nicht korrekt waren, können die tatsächlichen Ergebnisse und Entwicklungen von Knorr-Bremse AG wesentlich von denjenigen Ergebnissen abweichen, die als zukunftsgerichtete Aussagen formuliert wurden. Zukunftsgerichtete Aussagen sind erkennbar an Formulierungen wie "erwarten", "wollen", "ausgehen", "rechnen mit", "beabsichtigen", "planen", "glauben", "anstreben", "einschätzen", "werden" und "vorhersagen" oder an ähnlichen Begriffen. Knorr-Bremse AG übernimmt keine Verpflichtung und beabsichtigt nicht, zukunftsgerichtete Aussagen ständig zu aktualisieren oder bei einer anderen als der erwarteten Entwicklung zu korrigieren.

Diese Veröffentlichung kann - in einschlägigen Rechnungslegungsrahmen nicht genau bestimmte - ergänzende Finanzkennzahlen, die sogenannte alternative Leistungskennzahlen sind oder sein können, enthalten. Bitte bewerten Sie die Vermögens-, Finanz- und Ertragslage von Knorr-Bremse AG nicht ausschließlich auf Basis dieser ergänzenden Finanzkennzahlen. Sie ersetzen keinesfalls die im Konzernabschluss dargestellten und im Einklang mit den einschlägigen Rechnungslegungsrahmen ermittelten Finanzkennzahlen. Die Ermittlung der alternativen Leistungskennzahlen kann auch bei gleicher oder ähnlicher Bezeichnung von Unternehmen zu Unternehmen abweichen.]]>
1758521 Knorr-Bremse AG appoints Andreas Spitzauer as new Head of Investor Relations]]> Munich, 06 March 2019 – Knorr-Bremse AG, the global market leader for braking systems and a leading supplier of safety-critical rail and commercial vehicle systems, has appointed Andreas Spitzauer as its new Head of Investor Relations effective 01 April 2019. 

Ralph Heuwing, CFO of Knorr-Bremse, said: "With Mr. Spitzauer, Knorr-Bremse has found a highly experienced expert in the field of investor relations. We are delighted to welcome him to our organization after the successful IPO and look forward to developing reliable, market-oriented, and transparent IR communications together with him. Our goal is to establish long-term relationships of trust with the capital market." 

After serving on the Investor Relations team at Deutsche Telekom AG (6 years), Andreas Spitzauer managed the IR department at the robotics specialist Kuka (9 years). Thus, he has extensive experience in the capital goods sector and excellent contacts with analysts and investors. Most recently, Andreas Spitzauer was responsible for capital market communications at Osram Licht AG (2 years) as Head of Investor Relations. 

About Knorr-Bremse

Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safetycritical rail and commercial vehicle systems. Knorr-Bremse's products make a decisive contribution to the greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany's most successful industrial companies and profits from the key global megatrends: urbanization, ecoefficiency, digitization and automated driving. 

Around 29,000 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse's strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.

In 2017, Knorr-Bremse's two divisions generated combined revenues of EUR 6.2 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasing cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.

Media contact

Alexandra Bufe
Phone: +49 89 3547 1402
Mobile: +49 170 7043 786
Email: alexandra.bufe@knorr-bremse.com]]>
1755863 Knorr-Bremse Aktiengesellschaft: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

22.02.2019 / 18:33
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Name: Knorr-Bremse Aktiengesellschaft
Street: Moosacher Str. 80
Postal code: 80809
City: Munich
Germany
Legal Entity Identifier (LEI): 5299001GRRO0Z25YZT52

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
  Other reason:

3. Details of person subject to the notification obligation
Legal entity: BlackRock, Inc.
City of registered office, country: Wilmington, Delaware, United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
 

5. Date on which threshold was crossed or reached:
19 Feb 2019

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
Total of both in %
(7.a. + 7.b.)
Total number of voting rights pursuant to Sec. 41 WpHG
New 3.002 % 0.002 % 3.004 % 161,200,000
Previous notification 2.96 % 0.002 % 2.96 % /

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)
ISIN Absolute In %
  Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
DE000KBX1006 0 4,637,060 0.00 % 2.88 %
US4991801071 0 202,471 0.00 % 0.13 %
Total 4,839,531 3.002 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
0 0.00 %
    Total 0 0.00 %

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Contract for Difference N/A N/A Cash 3,315 0.002 %
      Total 3,315 0.002 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least 3% or more) % of voting rights through instruments (if at least 5% or more) Total of both (if at least 5% or more)
BlackRock, Inc. % % %
Trident Merger, LLC % % %
BlackRock Investment Management, LLC % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Holdco 4, LLC % % %
BlackRock Holdco 6, LLC % % %
BlackRock Delaware Holdings Inc. % % %
BlackRock Institutional Trust Company, National Association % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Capital Holdings, Inc. % % %
BlackRock Advisors, LLC % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock (Singapore) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock HK Holdco Limited % % %
BlackRock Asset Management North Asia Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Australia Holdco Pty. Ltd. % % %
BlackRock Investment Management (Australia) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Advisors (UK) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.à r.l. % % %
BlackRock (Luxembourg) S.A. % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.à r.l. % % %
BlackRock Investment Management Ireland Holdings Limited % % %
BlackRock Asset Management Ireland Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
BlackRock Life Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
iShares (DE) I Investmentaktiengesellschaft mit Teilgesellschaftsvermögen % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Fund Managers Limited % % %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:
Proportion of voting rights Proportion of instruments Total of both
% % %

10. Other explanatory remarks:
 

Date
22 Feb 2019



22.02.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1755859 Knorr-Bremse Aktiengesellschaft: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

22.02.2019 / 18:20
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Name: Knorr-Bremse Aktiengesellschaft
Street: Moosacher Str. 80
Postal code: 80809
City: Munich
Germany
Legal Entity Identifier (LEI): 5299001GRRO0Z25YZT52

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
  Other reason:

3. Details of person subject to the notification obligation
Legal entity: BlackRock, Inc.
City of registered office, country: Wilmington, Delaware, United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
 

5. Date on which threshold was crossed or reached:
18 Feb 2019

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
Total of both in %
(7.a. + 7.b.)
Total number of voting rights pursuant to Sec. 41 WpHG
New 2.96 % 0.002 % 2.96 % 161200000
Previous notification 3.01 % 0.002 % 3.01 % /

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)
ISIN Absolute In %
  Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
DE000KBX1006 0 4638274 0.00 % 2.88 %
US4991801071 0 134546 0.00 % 0.08 %
Total 4772820 2.96 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
%
    Total %

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Contract for Difference N/A N/A Cash 3315 0.002 %
      Total 3315 0.002 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least 3% or more) % of voting rights through instruments (if at least 5% or more) Total of both (if at least 5% or more)
BlackRock, Inc. % % %
Trident Merger, LLC % % %
BlackRock Investment Management, LLC % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Holdco 4, LLC % % %
BlackRock Holdco 6, LLC % % %
BlackRock Delaware Holdings Inc. % % %
BlackRock Institutional Trust Company, National Association % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Capital Holdings, Inc. % % %
BlackRock Advisors, LLC % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock (Singapore) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock HK Holdco Limited % % %
BlackRock Asset Management North Asia Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Australia Holdco Pty. Ltd. % % %
BlackRock Investment Management (Australia) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Advisors (UK) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.à r.l. % % %
BlackRock (Luxembourg) S.A. % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.à r.l. % % %
BlackRock Investment Management Ireland Holdings Limited % % %
BlackRock Asset Management Ireland Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
BlackRock Life Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
iShares (DE) I Investmentaktiengesellschaft mit Teilgesellschaftsvermögen % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Fund Managers Limited % % %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:
Proportion of voting rights Proportion of instruments Total of both
% % %

10. Other explanatory remarks:
 

Date
22 March 2019



22.02.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1755829 Knorr-Bremse Aktiengesellschaft: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

22.02.2019 / 18:06
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Name: Knorr-Bremse Aktiengesellschaft
Street: Moosacher Str. 80
Postal code: 80809
City: Munich
Germany
Legal Entity Identifier (LEI): 5299001GRRO0Z25YZT52

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
  Other reason:

3. Details of person subject to the notification obligation
Legal entity: BlackRock, Inc
City of registered office, country: Wilmington, DE, United States of America (USA)

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
 

5. Date on which threshold was crossed or reached:
15 Feb 2019

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
Total of both in %
(7.a. + 7.b.)
Total number of voting rights pursuant to Sec. 41 WpHG
New 3.01 % 0.002 % 3.01 % 161200000
Previous notification n/a % n/a % n/a % /

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)
ISIN Absolute In %
  Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
Direct
(Sec. 33 WpHG)
Indirect
(Sec. 34 WpHG)
DE000KBX1006 0 4714034 0.00 % 2.92 %
US4991801071 0 134546 0.00 % 0.08 %
Total 4848580 3.01 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
%
    Total %

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Contract for Difference N/A N/A Cash 3315 0.002 %
      Total 3315 0.002 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least 3% or more) % of voting rights through instruments (if at least 5% or more) Total of both (if at least 5% or more)
BlackRock, Inc. % % %
Trident Merger, LLC % % %
BlackRock Investment Management, LLC % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Holdco 4, LLC % % %
BlackRock Holdco 6, LLC % % %
BlackRock Delaware Holdings Inc. % % %
BlackRock Institutional Trust Company, National Association % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock Capital Holdings, Inc. % % %
BlackRock Advisors, LLC % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock (Singapore) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock (Singapore) Holdco Pte. Ltd. % % %
BlackRock HK Holdco Limited % % %
BlackRock Asset Management North Asia Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Australia Holdco Pty. Ltd. % % %
BlackRock Investment Management (Australia) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Advisors (UK) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.à r.l. % % %
BlackRock (Luxembourg) S.A. % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Luxembourg Holdco S.à r.l. % % %
BlackRock Investment Management Ireland Holdings Limited % % %
BlackRock Asset Management Ireland Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock International Limited % % %
BlackRock Life Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Asset Management Deutschland AG % % %
iShares (DE) I Investmentaktiengesellschaft mit Teilgesellschaftsvermögen % % %
 
BlackRock, Inc. % % %
BlackRock Holdco 2, Inc. % % %
BlackRock Financial Management, Inc. % % %
BlackRock International Holdings, Inc. % % %
BR Jersey International Holdings L.P. % % %
BlackRock Holdco 3, LLC % % %
BlackRock Cayman 1 LP % % %
BlackRock Cayman West Bay Finco Limited % % %
BlackRock Cayman West Bay IV Limited % % %
BlackRock Group Limited % % %
BlackRock Finance Europe Limited % % %
BlackRock Investment Management (UK) Limited % % %
BlackRock Fund Managers Limited % % %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:
Proportion of voting rights Proportion of instruments Total of both
% % %

10. Other explanatory remarks:
 

Date
22 Feb 2019



22.02.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1753771 Knorr-Bremse Aktiengesellschaft: Preliminary announcement of publication of preliminary figures 2018 and guidance 2019 ]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Preliminary Results

13.02.2019 / 19:58
The issuer is solely responsible for the content of this announcement.


Knorr-Bremse AG hereby announces that the preliminary figures 2018 and guidance 2019 are to be published:

Release Date: 07.03.2018; 7:30 AM CET
English: https://ir.knorr-bremse.com/websites/knorrbremse_ir/English/3000/financial-publications.html

There will be an investor call at 2:00 PM CET.
Dial-in details will be made available online in due course.


13.02.2019 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1740599 Knorr-Bremse acquires the commercial vehicle steering business of Hitachi Automotive Systems, Ltd. in Japan and Thailand and expands its steering systems business]]> ▪ Knorr-Bremse today signed an agreement to acquire the commercial vehicle steering business (“Integral Power Steering” (IPS)) from Hitachi Automotive Systems, Ltd. in Japan and Thailand
▪ IPS will establish Knorr-Bremse as a relevant supplier of power steering parts for commercial vehicles
▪ In 2017, Hitachi Automotive Systems´ division generated a turnover close to 100 million euros
▪ The division is the market leading manufacturer of steering systems in Japan
▪ Knorr-Bremse is setting a further milestone on its way to systems solutions for driver assistance and highly automated driving

Munich, December 7, 2018 – Knorr-Bremse, the global market leader for braking systems and a leading supplier of other rail and commercial vehicle subsystems, today signed an agreement to acquire the commercial vehicle steering business (IPS) from Hitachi Automotive Systems, Ltd. in Japan and Thailand. The division is the leading supplier of power steering parts for commercial vehicles in Japan. With this transaction, Knorr-Bremse takes a further step towards supplying its customers with highly integrated systems, as well as new functionalities in the field of driver assistance and automated driving. The acquisition is subject to approval by the anti-trust authorities and is expected to be completed in the first quarter 2019.

“Knorr-Bremse has global experience with commercial vehicles in the fields of vehicle dynamics, driver assistance systems and the main related actuators, which means brakes and steering. The take-over of the commercial vehicle steering business from Hitachi will expand Knorr-Bremse’s steering system portfolio and further enhance Knorr-Bremse’s future potential as a global supplier for driver assistance and highly automated driving solutions”, explains Dr. Peter Laier, Member of the Executive Board of Knorr-Bremse AG responsible for the Commercial Vehicle Systems division.

“With the expertise of Hitachi Automotive Systems on recirculating ball steering (RCB) gears and the torque overlay steering (TOS), Knorr-Bremse will strengthen the cooperation with Japanese commercial vehicle manufactuers through providing further support for their future highly automated driving vehicles. We also see good potential to use the acquired technology to support Chinese customers”, adds BaoPing Xu, Member of the Board of Directors of Knorr-Bremse Asia-Pacific (Holding) in charge of the Commercial Vehicle Systems business.

With this transaction, Knorr-Bremse expects to become the leading supplier of recirculating ball steering (RCB) gears for commercial vehicles in Japan and executes the next step to become a global supplier for commercial vehicle steering systems. This will create a solid global basis for subsequent introduction of torque overlay systems (TOS) for automated driving functions. In addition, Knorr-Bremse will gain a better access to the Japanese and the Southeast Asian market and will have the opportunity to also provide further products of the business segment for commercial vehicles in these regions.


Knorr-Bremse Group
Hitachi Automotive Systems´ commercial vehicle steering business is one of the world leading developers and suppliers of competitive, high-performance steering technology and manufactures hydraulic power steering for commercial vehicles ranging from pickup to heavy trucks to heavy-duty trucks. In 2017, the IPS business generated a turnover close to 100 million euros and has strong business relationships to Japanese OEMs. The sites in Japan and Thailand comprising a workforce of around 350 employees.
Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle subsystems. Knorr-Bremse’s products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany’s most successful industrial companies and profits from the key global megatrends: urbanization, eco-efficiency, digitization and automated driving.
Approximately 29,000 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse’s strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.
In 2017, Knorr-Bremse’s two divisions together generated revenues of EUR 6.2 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasingly cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.
Hitachi Automotive Systems is a wholly owned subsidiary of Hitachi, Ltd., headquartered in Tokyo, Japan. The company is engaged in the development, manufacture, sales and services of automotive components, transportation related components, industrial machines and systems, and offers a wide range of automotive systems including engine powertrain systems, electric powertrain systems and integrated vehicle control systems.

Contact:
Alexandra Bufe
Knorr-Bremse AG
Tel: +49 (0)89 3547 1402
E-mail: alexandra.bufe@knorr-bremse.com

Important Information
This release may contain forward-looking statements, estimates, opinions and projections with respect to anticipated future performance of the Company ("forward-looking statements"). These forward-looking statements can be identified by the use of forward-looking terminology, including, but not limited to, the terms "believes," "estimates," "anticipates," "expects," "intends," "may," "will" or "should" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. Forward-looking statements are based on the current views, expectations and assumptions of the management of Knorr-Bremse and involve significant known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Forward-looking statements should not be read as guarantees of future performance or results and will not necessarily

Knorr-Bremse Group
be accurate indications of whether or not such results will be achieved. Any forward-looking statements only speak as at the date of this release. We undertake no obligation, and do not expect to publicly update, or publicly revise, any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof, whether as a result of new information, future events or otherwise. We accept no liability whatsoever in respect of the achievement of such forward-looking statements and assumptions.
Knorr-Bremse expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.
Notwithstanding the above, Knorr-Bremse will of course continue to comply with its disclosure obligations in accordance with all applicable laws and regulations.]]>
1740301 Knorr-Bremse Aktiengesellschaft: Knorr-Bremse acquires the commercial vehicle steering systems business of Hitachi Automotive Systems, Ltd. in Japan and Thailand]]>

Knorr-Bremse Aktiengesellschaft / Key word(s): Mergers & Acquisitions
Knorr-Bremse Aktiengesellschaft: Knorr-Bremse acquires the commercial vehicle steering systems business of Hitachi Automotive Systems, Ltd. in Japan and Thailand

07-Dec-2018 / 07:31 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Ad hoc Release
Munich, December 7, 2018

Public disclosure of an inside information according to Article 17 para. 1 of the Regulation (EU) No. 596/2014 on market abuse (MAR)

Keyword: Company acquisition / M&A

Knorr-Bremse acquires the commercial vehicle steering systems business of Hitachi Automotive Systems, Ltd. in Japan and Thailand

Munich, December 7, 2018 - Knorr-Bremse, the global market leader for braking systems and a leading supplier of other rail and commercial vehicle subsystems, today signed an agreement to acquire the commercial vehicle steering systems business (IPS) from Hitachi Automotive Systems, Ltd. in Japan and Thailand.

With this transaction, Knorr-Bremse strives to become the leading supplier of recirculating ball steering gears (RCB) for commercial vehicles in Japan, and executes the next step to become a global supplier for commercial vehicle steering systems. In 2017, the IPS business generated a turnover close to 100 million euros and has approximately 350 employees.

With this acquisition Knorr-Bremse will gain better access to the Japanese and the Southeast Asian market and will have the opportunity to also provide further products of the respective business in these regions.

The transaction is expected to be completed in the first quarter 2019. The closing of the transaction is still subject to the approval of the relevant antitrust authorities and other customary closing conditions.

Important Information

This release may contain forward-looking statements, estimates, opinions and projections with respect to anticipated future performance of the Company ("forward-looking statements"). These forward-looking statements can be identified by the use of forward-looking terminology, including, but not limited to, the terms "believes," "estimates," "anticipates," "expects," "intends," "may," "will" or "should" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. Forward-looking statements are based on the current views, expectations and assumptions of the management of Knorr-Bremse and involve significant known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Forward-looking statements should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. Any forward-looking statements only speak as at the date of this release. We undertake no obligation, and do not expect to publicly update, or publicly revise, any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof, whether as a result of new information, future events or otherwise. We accept no liability whatsoever in respect of the achievement of such forward-looking statements and assumptions.

Knorr-Bremse expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

Notwithstanding the above, Knorr-Bremse will of course continue to comply with its disclosure obligations in accordance with all applicable laws and regulations.

Contact:
Alexandra Bufe
Tel: +49 (0)89 3547 1402
Mobile: +49 170 704 3786
E-mail: alexandra.bufe@knorr-bremse.com

Harald Kinzler
Phone: +49 89 3547 1498
Mobile: +49 172 899 6267
Email: investor.relations@knorr-bremse.com


07-Dec-2018 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1740181 Knorr-Bremse to enter the German SDAX]]>

Munich, 06 December 2018: Deutsche Boerse informed us today that Knorr-Bremse AG will become a constituent of the German SDAX Index from 27 December 2018.

 

About Knorr-Bremse

Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems. Knorr-Bremse's products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany's most successful industrial companies and profits from the key global megatrends: urbanization, eco-efficiency, digitization and automated driving.

About 29,000 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse's strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.

In 2017, Knorr-Bremse's two divisions together generated revenues of EUR 6.2 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasingly cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.

 

Media contact                                            
Alexandra Bufe                                                            
Phone: +49 89 3547 1402                                             
Mobile: +49 170 704 3786                                            
Email: alexandra.bufe@knorr-bremse.com                    

Investor Relations contact
Harald Kinzler
Phone: +49 89 3547 1498
Mobile: +49 172 899 6267
Email: investor.relations@knorr-bremse.com


DISCLAIMER

This publication has been independently prepared by Knorr-Bremse AG ("Knorr-Bremse"). It may contain forward-looking statements which address key issues such as strategy, future financial results, events, competitive positions and product developments. Such forward-looking statements are subject to a number of risks, uncertainties and other factors, including, but not limited to, those described in Knorr-Bremse's disclosures, in particular in the chapter "Risks" in Knorr-Bremse's annual report. Should one or more of these risks, uncertainties or other factors materialize, or should underlying expectations not occur or shall assumptions prove incorrect, the actual results, performances or achievements of Knorr-Bremse may vary materially from those described in the relevant forward-looking statements. Such forward-looking statements may be identified by words such as "expect," "want," "anticipate," "intend," "plan," "believe," "seek," "estimate," "will," "project" or words of similar meaning. Knorr-Bremse does not intend, nor does it assume any obligation, to update or revise its forward-looking statements regularly in light of developments which differ from those anticipated.

This publication may include - in the applicable financial reporting framework not clearly defined - supplemental financial measures that are or may be alternative performance measures (non-GAAP-measures). Knorr-Bremse's net assets, financial position and results of operations should not be assessed solely on the basis of these alternative supplemental financial measures. Under no circumstances do they replace the performance indicators presented in the consolidated financial statements and calculated in accordance with the applicable financial reporting framework. The calculation by other companies that report or describe similarly titled alternative performance measures may vary despite the use of the same or similar terminology.

]]>
1739897 Knorr-Bremse included in Stoxx Europe 600]]>

Munich, 05 December 2018 – Knorr-Bremse AG, the global market leader for braking systems and a leading supplier of safety-critical rail and commercial vehicle systems, will be included in the Stoxx Europe 600 Index, effective 24 December 2018 (Link)

Ralph Heuwing, CFO of Knorr-Bremse AG: „We are delighted to be included in the Stoxx Europe 600. The index includes many of Germany’s most successful companies, such as Siemens, SAP and BASF. That Knorr-Bremse is being included only weeks after its debut on the stock exchange is proof our company’s success in the market and once more confirms Knorr-Bremse’s excellent future prospects.“

The Stoxx Europe 600 is one of the most important reference indices in Europe and represents companies from 17 countries in the European region.

 

About Knorr-Bremse

Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems. Knorr-Bremse's products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany's most successful industrial companies and profits from the key global megatrends: urbanization, eco-efficiency, digitization and automated driving.

About 29,000 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse's strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.

In 2017, Knorr-Bremse's two divisions together generated revenues of EUR 6.2 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasingly cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.

 

Media contact                                                             
Alexandra Bufe                                                            
Phone: +49 89 3547 1402                                             
Mobile: +49 170 704 3786                                            
Email: alexandra.bufe@knorr-bremse.com                    

Investor Relations contact
Harald Kinzler
Phone: +49 89 3547 1498
Mobile: +49 172 899 6267
Email: investor.relations@knorr-bremse.com

 

DISCLAIMER

This publication has been independently prepared by Knorr-Bremse AG ("Knorr-Bremse"). It may contain forward-looking statements which address key issues such as strategy, future financial results, events, competitive positions and product developments. Such forward-looking statements are subject to a number of risks, uncertainties and other factors, including, but not limited to, those described in Knorr-Bremse's disclosures, in particular in the chapter "Risks" in Knorr-Bremse's annual report. Should one or more of these risks, uncertainties or other factors materialize, or should underlying expectations not occur or shall assumptions prove incorrect, the actual results, performances or achievements of Knorr-Bremse may vary materially from those described in the relevant forward-looking statements. Such forward-looking statements may be identified by words such as "expect," "want," "anticipate," "intend," "plan," "believe," "seek," "estimate," "will," "project" or words of similar meaning. Knorr-Bremse does not intend, nor does it assume any obligation, to update or revise its forward-looking statements regularly in light of developments which differ from those anticipated.

This publication may include - in the applicable financial reporting framework not clearly defined - supplemental financial measures that are or may be alternative performance measures (non-GAAP-measures). Knorr-Bremse's net assets, financial position and results of operations should not be assessed solely on the basis of these alternative supplemental financial measures. Under no circumstances do they replace the performance indicators presented in the consolidated financial statements and calculated in accordance with the applicable financial reporting framework. The calculation by other companies that report or describe similarly titled alternative performance measures may vary despite the use of the same or similar terminology.

]]>
1737945 Knorr-Bremse Aktiengesellschaft: Knorr-Bremse presents strong figures for the first nine months of 2018]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Quarterly / Interim Statement/9 Month figures

28.11.2018 / 07:50
The issuer is solely responsible for the content of this announcement.


Press release
Munich, 28 November 2018

Knorr-Bremse presents strong figures for the first nine months of 2018

- Successful IPO: Shares placed on 12 October amidst challenging market backdrop

- Strong growth: Revenues grow by 9.5% to 4,994 mEUR during the first nine months of 2018 . Both segments contributing

- Improved profitability: EBITDA rises by 12.6% against previous year to 876 mEUR, margin expands by 40 basis points to 17.5% (previous year 17.1%)

- Strong order book: Order backlog grows by 11.9% against previous year to 4,449 mEUR, underscoring good medium-term prospects

- Guidance for fiscal year 2018: Revenues 6.6-6.7bn EUR, EBITDA margin of 17.5%-18.5%

 

Munich, 28 November 2018 - Knorr-Bremse AG, the global market leader for braking systems and a leading supplier of safety-critical rail and commercial vehicle systems, today published its first nine-month results as a listed company.

Klaus Deller, Knorr-Bremse AG's CEO, said: "Our company is performing exactly as we had expected. At the leading trade fares in September we demonstrated that we are driving the industry as innovation leader, and that Knorr-Bremse continues to be viewed as the benchmark in our industry. Our above-average R&D costs of 6.8% of revenues pay dividends and we intend to generate above-average growth, based on sector megatrends, also in the medium term." Ralph Heuwing, CFO, adds: "Our nine-month figures deliver on our promise and confirm the positive development of the full year. We are confident that Knorr-Bremse will be able to present strong results for the year of its debut on the stock exchange 2018."

Strong organic growth

During the first nine months of fiscal year 2018, revenues increased by 9.5%, or 432 mEUR, to 4,994 mEUR. Currency adjusted the revenues would have increased by an additional ca. 2%.

In the Rail Vehicle Systems (RVS) segment, the rise is primarily due to growth in the European brakes business, as well as positive developments in Asia/Australia. In China, a moderate decrease in the high-speed business was overcompensated by increases in Mass Transit, Regional/Commuter, Locomotives, and the Aftermarket business. Moreover, revenues in the Indian passenger as well as the North American freight businesses continue to show positive momentum.

Growth in the Commercial Vehicle Systems (CVS) segment was the result of a higher truck production rate and resulting revenue increases in the OE business, first and foremost in North America. That said, all other markets also showed revenue growth.

EBITDA and EBIT margins improved further

During the first nine months of the year 2018, the group generated an EBITDA of 876 mEUR, an increase of 98 mEUR or 12.6% on the same period last year. As a result, EBITDA margin rose by 40 basis points to 17.5%, from 17.1%.

Based on this increase and lower disposal-related write-downs, the group was able to lift its EBIT by 101 mEUR, or 16.5%, to 718 mEUR.

Order backlog underscores medium-term outlook

Knorr-Bremse's order backlog reached a new high of 4,449 mEUR at the end of the third quarter, an increase of 11.9% against prior year. Both segments contributed: worldwide orders in RVS are robust; in CVS the truck production rate and content per vehicle continue to be on the rise.

Segments

Revenues in RVS were 9.1% higher than prior year at 2,633 mEUR. EBITDA came in at 499 mEUR during the same period, leading to an EBITDA margin of 19.0% (prior year 18.2%). EBIT margin grew by 140 basis points to 15.8%, primarily owing to positive margin contributions from Asia.

The Aftermarket share of revenues during the period amounted to 40%. As a result of the strong revenue contribution of the OE business, this was slightly lower than the 42% of the prior year.

Revenues in CVS were 9.8% over prior year, at 2,362 mEUR. EBITDA increased to 386 mEUR, leading to a slightly improved margin of 16.4% (16.3% for the same period 2017). EBIT margin came in at 13.7%, also higher than last year (13.4%). Hence, the segment delivered a solid result in spite of a slight decrease of the Aftermarket contribution of 26% of revenues (28% prior year), which was due to the North America business.

Regions

Regional revenue contributions were almost unchanged on last year: 49.4% Europe/Africa (prior year 50.0%), 21.3% North America (prior year 21.5%), 1.6% South America (prior year 1.6%), 27.7% Asia/Australia (prior year 26.9%).

Investments and employment above last year

During the first nine months of 2018, the company invested 230 mEUR in tangible and intangible assets (148 mEUR prior year). In particular, capex was focused on additional capacity, productivity improvements and replacements. The figure also includes the asset deal of Federal Mogul's friction material business. R&D expenses rose slightly to 6.8% of revenues, from 6.7% during the same period last year.

The average number of employees during the period rose by 2.491 to 29.028.

Outlook for 2018

Assuming a stable economic backdrop, the company expects to generate 6.6-6.7bn EUR in revenues for the full year 2018 (2017: 6,154 mEUR), and an EBITDA margin within a range of 17.5% to 18.5% (2017: 18.1%).

The medium-term outlook remains unchanged.

The full quarterly statement is available on the website at www.knorr-bremse.com

Key figures of Knorr-Bremse Group:

 

 Nine months 3rd quarter  
 20182017Δ20182017Δ
 mEURmEUR mEURmEUR 
Revenues4,9944,563+9.5%1,6721,587+5.4%
EBITDA876778+12.6%294260+12.9%
margin17.5%17.1%+0.4 ppt17.6%16.4%+1.2 ppt
Order backlog4,4493,977+11.9%   
Free Cashflow137190-27.6%   
Investments230148+55.3%   
R&D in % of revenue6.8%6.7%+0.1 ppt   
 


About Knorr-Bremse
Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems. Knorr-Bremse's products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany's most successful industrial companies and profits from the key global megatrends: urbanization, eco-efficiency, digitization and automated driving.

About 29,000 employees at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse's strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.

In 2017, Knorr-Bremse's two divisions together generated revenues of EUR 6.2 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasingly cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.

Media contact

Alexandra Bufe
Phone: +49 89 3547 1402
Mobile: +49 170 704 3786
Email: alexandra.bufe@knorr-bremse.com
Investor Relations contact

Harald Kinzler
Phone: +49 89 3547 1498
Mobile: +49 172 899 6267
Email: investor.relations@knorr-bremse.com
 

 

DISCLAIMER
This publication has been independently prepared by Knorr-Bremse AG ("Knorr-Bremse"). It may contain forward-looking statements which address key issues such as strategy, future financial results, events, competitive positions and product developments. Such forward-looking statements are subject to a number of risks, uncertainties and other factors, including, but not limited to, those described in Knorr-Bremse's disclosures, in particular in the chapter "Risks" in Knorr-Bremse's annual report. Should one or more of these risks, uncertainties or other factors materialize, or should underlying expectations not occur or shall assumptions prove incorrect, the actual results, performances or achievements of Knorr-Bremse may vary materially from those described in the relevant forward-looking statements. Such forward-looking statements may be identified by words such as "expect," "want," "anticipate," "intend," "plan," "believe," "seek," "estimate," "will," "project" or words of similar meaning. Knorr-Bremse does not intend, nor does it assume any obligation, to update or revise its forward-looking statements regularly in light of developments which differ from those anticipated.

This publication may include - in the applicable financial reporting framework not clearly defined - supplemental financial measures that are or may be alternative performance measures (non-GAAP-measures). Knorr-Bremse's net assets, financial position and results of operations should not be assessed solely on the basis of these alternative supplemental financial measures. Under no circumstances do they replace the performance indicators presented in the consolidated financial statements and calculated in accordance with the applicable financial reporting framework. The calculation by other companies that report or describe similarly titled alternative performance measures may vary despite the use of the same or similar terminology.



28.11.2018 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



 

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1735219 Knorr-Bremse Aktiengesellschaft: Preliminary announcement of publication of quarterly / Interim Statement / 9-month figures]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Quarterly / Interim Statement/9-month figures

16.11.2018 / 14:15
The issuer is solely responsible for the content of this announcement.


Knorr-Bremse AG hereby announces that the following
financial reports are published:

Report: 9-month figures
Release Date: 28.11.2018; 7:30 AM CET
English: https://ir.knorr-bremse.com/websites/knorrbremse_ir/English/3000/financial-publications.html
There will be an investor call at 2:00 PM CET. Dial-in details will be made available online in due course.



16.11.2018 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1729125 Correction of a release from 24.10.2018, 18:52 CET/CEST - Knorr-Bremse Aktiengesellschaft: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

25.10.2018 / 17:22
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Correction of a notification of Major Holding published on 24.10.2018

1. Details of issuer
Knorr-Bremse Aktiengesellschaft
Moosacher Str. 80
80809 Munich
Germany

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
X Other reason:
Voluntary corporate news with threshold contact only at subsidiary level

3. Details of person subject to the notification obligation
Name: City and country of registered office:
Mr Heinz Hermann Thiele,
Date of birth: 02 Apr 1941

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
KB Holding GmbH

5. Date on which threshold was crossed or reached:
24 Oct 2018

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
total of both in %
(7.a. + 7.b.)
total number of voting rights of issuer
Resulting situation 70.16 % 0 % 70.16 % 161,200,000
Previous notification 70 % 3.26 % 73.26 % /

7. Notified details of the resulting situation
a. Voting rights attached to shares (Sec.s 33, 34 WpHG)
ISIN absolute in %
  direct
(Sec. 33 WpHG)
indirect
(Sec. 34 WpHG)
direct
(Sec. 33 WpHG)
indirect
(Sec. 34 WpHG)
DE000KBX1006 113,097,851 % 70.16 %
Total 113,097,851 70.16 %

b.1. Instruments according to Sec. 38 para. 1 No. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
%
    Total %

b.2. Instruments according to Sec. 38 para. 1 No. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
%
      Total %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled and does itself not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least held 3% or more) % of voting rights through instruments (if at least held 5% or more) Total of both (if at least held 5% or more)
Heinz Hermann Thiele % % %
Stella Vermögensverwaltungs GmbH % % %
TIB Vermögens- und Beteiligungsholding GmbH % % %
KB Holding GmbH 70.16 % % 70.16 %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG

Date of general meeting:
Holding position after general meeting: % (equals voting rights)

10. Other explanatory remarks:
 



25.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1728821 Knorr-Bremse Aktiengesellschaft: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

24.10.2018 / 18:52
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Knorr-Bremse Aktiengesellschaft
Moosacher Str. 80
80809 Munich
Germany

2. Reason for notification
X Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
  Other reason:

3. Details of person subject to the notification obligation
Name: City and country of registered office:
Mr Heinz Hermann Thiele,
Date of birth: 02 Apr 1941

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
KB Holding GmbH

5. Date on which threshold was crossed or reached:
24 Oct 2018

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
total of both in %
(7.a. + 7.b.)
total number of voting rights of issuer
Resulting situation 70.16 % 0 % 70.16 % 161,200,000
Previous notification 70 % 3.26 % 73.26 % /

7. Notified details of the resulting situation
a. Voting rights attached to shares (Sec.s 33, 34 WpHG)
ISIN absolute in %
  direct
(Sec. 33 WpHG)
indirect
(Sec. 34 WpHG)
direct
(Sec. 33 WpHG)
indirect
(Sec. 34 WpHG)
DE000KBX1006 113,097,851 % 70.16 %
Total 113,097,851 70.16 %

b.1. Instruments according to Sec. 38 para. 1 No. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
%
    Total %

b.2. Instruments according to Sec. 38 para. 1 No. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
%
      Total %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled and does itself not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least held 3% or more) % of voting rights through instruments (if at least held 5% or more) Total of both (if at least held 5% or more)
Heinz Hermann Thiele % % %
Stella Vermögensverwaltungs GmbH % % %
TIB Vermögens- und Beteiligungsholding GmbH % % %
KB Holding GmbH 70.16 % % 70.16 %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG

Date of general meeting:
Holding position after general meeting: % (equals voting rights)

10. Other explanatory remarks:
 



24.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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1726889 Knorr-Bremse AG successfully launches on the Frankfurt Stock Exchange]]>


Announcement: https://ir.knorr-bremse.com/websites/knorrbremse_ir/English/1000/ipo.html

]]>
1725879 DGAP-DD: Knorr-Bremse Aktiengesellschaft english]]>


Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

12.10.2018 / 10:08
The issuer is solely responsible for the content of this announcement.


1. Details of the person discharging managerial responsibilities / person closely associated

a) Name
Title: Dr.
First name: Jürgen
Last name(s): Wilder

2. Reason for the notification

a) Position / status
Position: Member of the managing body

b) Initial notification

3. Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a) Name
Knorr-Bremse Aktiengesellschaft

b) LEI
5299001GRRO0Z25YZT52 

4. Details of the transaction(s)

a) Description of the financial instrument, type of instrument, identification code
Type: Share
ISIN: DE000KBX1006

b) Nature of the transaction
Acquisition

c) Price(s) and volume(s)
Price(s) Volume(s)
80 EUR 250000 EUR

d) Aggregated information
Price Aggregated volume
80.0000 EUR 250000.0000 EUR

e) Date of the transaction
2018-10-11; UTC+2

f) Place of the transaction
Outside a trading venue



12.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1725871 DGAP-DD: Knorr-Bremse Aktiengesellschaft english]]>


Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

12.10.2018 / 10:02
The issuer is solely responsible for the content of this announcement.


1. Details of the person discharging managerial responsibilities / person closely associated

a) Name
Title: Dr.
First name: Peter
Last name(s): Laier

2. Reason for the notification

a) Position / status
Position: Member of the managing body

b) Initial notification

3. Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a) Name
Knorr-Bremse Aktiengesellschaft

b) LEI
5299001GRRO0Z25YZT52 

4. Details of the transaction(s)

a) Description of the financial instrument, type of instrument, identification code
Type: Share
ISIN: DE000KBX1006

b) Nature of the transaction
Acquisition

c) Price(s) and volume(s)
Price(s) Volume(s)
80 EUR 600000 EUR

d) Aggregated information
Price Aggregated volume
80.0000 EUR 600000.0000 EUR

e) Date of the transaction
2018-10-11; UTC+2

f) Place of the transaction
Outside a trading venue



12.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1725859 DGAP-DD: Knorr-Bremse Aktiengesellschaft english]]>


Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

12.10.2018 / 09:57
The issuer is solely responsible for the content of this announcement.


1. Details of the person discharging managerial responsibilities / person closely associated

a) Name
Title:
First name: Ralph
Last name(s): Heuwing

2. Reason for the notification

a) Position / status
Position: Member of the managing body

b) Initial notification

3. Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a) Name
Knorr-Bremse Aktiengesellschaft

b) LEI
5299001GRRO0Z25YZT52 

4. Details of the transaction(s)

a) Description of the financial instrument, type of instrument, identification code
Type: Share
ISIN: DE000KBX1006

b) Nature of the transaction
Acquisition

c) Price(s) and volume(s)
Price(s) Volume(s)
80 EUR 800000 EUR

d) Aggregated information
Price Aggregated volume
80.0000 EUR 800000.0000 EUR

e) Date of the transaction
2018-10-11; UTC+2

f) Place of the transaction
Outside a trading venue



12.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1725855 DGAP-DD: Knorr-Bremse Aktiengesellschaft english]]>


Notification and public disclosure of transactions by persons discharging managerial responsibilities and persons closely associated with them

12.10.2018 / 09:51
The issuer is solely responsible for the content of this announcement.


1. Details of the person discharging managerial responsibilities / person closely associated

a) Name
Title:
First name: Klaus
Last name(s): Deller

2. Reason for the notification

a) Position / status
Position: Member of the managing body

b) Initial notification

3. Details of the issuer, emission allowance market participant, auction platform, auctioneer or auction monitor

a) Name
Knorr-Bremse Aktiengesellschaft

b) LEI
5299001GRRO0Z25YZT52 

4. Details of the transaction(s)

a) Description of the financial instrument, type of instrument, identification code
Type: Share
ISIN: DE000KBX1006

b) Nature of the transaction
Acquisition

c) Price(s) and volume(s)
Price(s) Volume(s)
80 EUR 1500000 EUR

d) Aggregated information
Price Aggregated volume
80.0000 EUR 1500000.0000 EUR

e) Date of the transaction
2018-10-11; UTC+2

f) Place of the transaction
Outside a trading venue



12.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1725789 Knorr-Bremse Aktiengesellschaft: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution]]>

Knorr-Bremse Aktiengesellschaft

11.10.2018 / 20:07
Dissemination of a Voting Rights Announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


Notification of Major Holdings

1. Details of issuer
Knorr-Bremse Aktiengesellschaft
Moosacher Str. 80
80809 Munich
Germany

2. Reason for notification
  Acquisition/disposal of shares with voting rights
  Acquisition/disposal of instruments
  Change of breakdown of voting rights
X Other reason:
First-time admission of shares to trading on an organised market

3. Details of person subject to the notification obligation
Name: City and country of registered office:
Mr Heinz Hermann Thiele,
Date of birth: 02 Apr 1941

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.
KB Holding GmbH
Ursus Vermögensverwaltungs GmbH

5. Date on which threshold was crossed or reached:
11 Oct 2018

6. Total positions
  % of voting rights attached to shares
(total of 7.a.)
% of voting rights through instruments
(total of 7.b.1 + 7.b.2)
total of both in %
(7.a. + 7.b.)
total number of voting rights of issuer
Resulting situation 70 % 3.26 % 73.26 % 161,200,000
Previous notification N/A % N/A % N/A % /

7. Notified details of the resulting situation
a. Voting rights attached to shares (Sec.s 33, 34 WpHG)
ISIN absolute in %
  direct
(Sec. 33 WpHG)
indirect
(Sec. 34 WpHG)
direct
(Sec. 33 WpHG)
indirect
(Sec. 34 WpHG)
DE000KBX1006 112,840,000 % 70 %
Total 112,840,000 70 %

b.1. Instruments according to Sec. 38 para. 1 No. 1 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Voting rights absolute Voting rights in %
%
    Total %

b.2. Instruments according to Sec. 38 para. 1 No. 2 WpHG
Type of instrument Expiration or maturity date Exercise or conversion period Cash or physical settlement Voting rights absolute Voting rights in %
Redemption claim from securities lending due to greenshoe option 22.11.2018 Both 5,256,521 3.26 %
      Total 5,256,521 3.26 %

8. Information in relation to the person subject to the notification obligation
  Person subject to the notification obligation is not controlled and does itself not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer (1.).
X Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name % of voting rights (if at least held 3% or more) % of voting rights through instruments (if at least held 5% or more) Total of both (if at least held 5% or more)
Heinz Hermann Thiele % % %
Ursus Vermögensverwaltungs GmbH 70 % % 73.26 %
 
Heinz Hermann Thiele % % %
Stella Vermögensverwaltungs GmbH % % %
TIB Vermögens- und Beteiligungsholding GmbH % % %
KB Holding GmbH 70 % % 73.26 %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG

Date of general meeting:
Holding position after general meeting: % (equals voting rights)

10. Other explanatory remarks:
 



11.10.2018 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1725447 Knorr-Bremse Aktiengesellschaft: Final offer price for shares in Knorr-Bremse AG set at EUR 80.00 per share]]>

Knorr-Bremse Aktiengesellschaft / Key word(s): IPO
Knorr-Bremse Aktiengesellschaft: Final offer price for shares in Knorr-Bremse AG set at EUR 80.00 per share

10-Oct-2018 / 21:20 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


/


Disclosure of inside information according to Article 17 para. 1 of the Regulation (EU) No 596/2014 on market abuse (market abuse regulation)

Final offer price for shares in Knorr-Bremse AG set at EUR 80.00 per share

Munich, October 10, 2018 - KB Holding GmbH (the "Selling Shareholder") has set the final offer price at EUR 80.00 per share in Knorr-Bremse AG (the "Company" and together with its subsidiaries "Knorr-Bremse").

48,360,000 bearer shares with no par value from the holdings of the Selling Shareholder are being placed with investors, consisting of 35,043,479 base shares, 8,060,000 additional base shares in full exercise of the upsize-option and 5,256,521 shares in connection with an over-allotment (over-allotment shares).

Assuming full exercise of the greenshoe option, the total placement volume amounts to 48,360,000 shares with a total offer volume of EUR 3.9 billion, based on the offer price. This results in a total market capitalization of EUR 12.9 billion based on the offer price and an expected free-float of 30.0%.

The Selling Shareholder will receive all proceeds from the sale of the base shares and the additional base shares and from the sale of the over-allotment shares. Upon completion of the offering and assuming full exercise of the greenshoe option, the Selling Shareholder will hold 65.0% of the shares in the Company and Ursus Vermögensverwaltungs GmbH will hold 5.0% of the shares in the Company, and, consequently, Mr. Heinz Hermann Thiele will (indirectly) control 70.0% of the voting rights in the Company.

The Company's shares are expected to be trading on the regulated market (Prime Standard) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) under the ticker symbol KBX, the securities identification number (WKN) KBX100, and the international securities identification number (ISIN) DE000KBX1006 from October 12, 2018, with settlement and completion of the offering planned for October 16, 2018.

Contact and person making the notification

Harald Kinzler
Phone: +49 89 3547 1498
Mobile: +49 172 8996267
Email: investor.relations@knorr-bremse.com

Important Note

This release is neither an advertisement nor a securities prospectus and should not be relied upon in making any investment decision to purchase, subscribe for or otherwise acquire any securities. The information and opinions contained in this release are provided as at the date of this release, are subject to change without notice and do not purport to contain all information that may be required to evaluate the Company. No reliance may or should be placed for any purpose whatsoever on the information contained in this release, or any other information discussed verbally, or on its completeness, accuracy or fairness.

This release may contain forward-looking statements, estimates, opinions and projections with respect to anticipated future performance of the Company ("forward-looking statements"). These forward-looking statements can be identified by the use of forward-looking terminology, including, but not limited to, the terms "believes," "estimates," "anticipates," "expects," "intends," "may," "will" or "should" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. Forward-looking statements are based on the current views, expectations and assumptions of the management of Knorr-Bremse and involve significant known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Forward-looking statements should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. Any forward-looking statements only speak as at the date of this release. We undertake no obligation, and do not expect to publicly update, or publicly revise, any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof, whether as a result of new information, future events or otherwise. We accept no liability whatsoever in respect of the achievement of such forward-looking statements and assumptions.

This release and any materials distributed in connection with this release are not directed to or intended for distribution to or use by, any person or entity that is a citizen or resident or located in any locality, state, country or other jurisdiction where such distribution, publication, availability or use would be contrary to law or regulation or which would require any registration or licensing within such jurisdiction.

This release and the information contained herein are for information purposes only and do not constitute a prospectus or an offer to sell or a solicitation of an offer to buy securities. The offer has been made solely by means of, and on the basis of, the securities prospectus dated September 28, 2018 and the supplement thereto dated October 4, 2018 (together, the "Prospectus"). An investment decision regarding the publicly offered securities of Knorr-Bremse AG should only be made on the basis of the Prospectus. The Prospectus was published promptly upon approval by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, "BaFin") and is available free of charge at Knorr-Bremse AG, Moosacher Str. 80, 80809 München, Germany, or on the Knorr-Bremse AG website.

In any EEA Member State, other than Germany and Luxembourg, that has implemented the Directive 2003/71/EC, as amended (the "Prospectus Directive"), this announcement is only addressed to and is only directed at "qualified investors" in that Member State within the meaning of Article 2(1)(e) of the Prospectus Directive.

This release does not constitute an offer of securities for sale in the United States of America (the "U.S."). Any securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the laws of any state of the U.S., and may not be offered or sold in the U.S. absent registration or an exemption from registration under the Securities Act.

Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan.

This announcement is only being distributed to and is only directed at (i) persons who are outside the European Economic Area or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such shares will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

Each of the Company and the Selling Shareholder and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

MiFID II

Solely for the purposes of the product governance requirements contained within: (a) EU Directive 2014/65/EU on markets in financial instruments, as amended ("MiFID II"); (b) Articles 9 and 10 of Commission Delegated Directive (EU) 2017/593 supplementing MiFID II; and (c) local implementing measures (together, the "MiFID II Product Governance Requirements"), and without assuming any responsibility or liability, whether arising in tort, contract or otherwise, which any "manufacturer" (for the purposes of the MiFID II Product Governance Requirements) may otherwise have with respect thereto, the shares have been subject to a product approval process, which has determined that such shares are: (i) compatible with an end target market of retail investors and investors who meet the criteria of professional clients and eligible counterparties, each as defined in MiFID II; and (ii) eligible for distribution through all distribution channels as are permitted by MiFID II (the "Target Market Assessment"). Notwithstanding the Target Market Assessment, distributors (within the meaning of the MiFID II Product Governance Requirements) should note that: the price of the shares may decline and investors could lose all or part of their investment; the shares offer no guaranteed income and no capital protection; and an investment in the shares is compatible only with investors who do not need a guaranteed income or capital protection, and who have at least informed knowledge and experience with financial instruments and (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risks of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom. Investors are those seeking for either growth, income of and/or hedging with their investment and in doubt should have a long term investment horizon. The Target Market Assessment is without prejudice to the requirements of any contractual, legal or regulatory selling restrictions in relation to the IPO. Furthermore, it is noted that, notwithstanding the Target Market Assessment, only investors will be procured who meet the criteria of professional clients and eligible counterparties in the private placement parts of the offering.

For the avoidance of doubt, the Target Market Assessment does not constitute: (a) an assessment of suitability or appropriateness for the purposes of MiFID II; or (b) a recommendation to any investor or group of investors to invest in, or purchase, or take any other action whatsoever with respect to the shares.

Each distributor is responsible for undertaking its own target market assessment in respect of the shares and determining appropriate distribution channels.


10-Oct-2018 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



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1725739 Knorr-Bremse AG continues profitable growth in the first half of 2018]]>

Munich, September 6, 2018 – Knorr-Bremse AG, the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems, today published financial statements based on IFRS for the first half of 2018 as well as retrospectively for fiscal years 2015, 2016 and 2017.

Figures in €

(based on IFRS, unaudited)

 

1H18

% yoy

1H17

Revenue

3,322.2m

11.6%

2,976.0m

EBITDA

582.2m

12.4%

518.0m

margin

17.5%

10bp

17.4%

EBIT

472.3m

11.6%

423.1m

margin

14.2%

0bp

14.2%

 

First-half 2018 sales up almost 12%, EBITDA up slightly more

Knorr-Bremse delivered a strong financial performance in the first half of 2018: sales came to EUR 3,322.2 million, an increase of 11.6% on the six-month period ended June 30, 2017 of EUR 2,976.0 million. EBITDA rose to EUR 582.2 million, an increase of 12.4% from EUR 518.0 million for the first half of 2017 and representing a margin of 17.5%, 10bp higher than during the same period the year before. EBIT amounted to EUR 472.3 million, compared to EUR 423.1 million for the first six months of 2017.

This growth was almost entirely organic, both divisions contributed with double-digit revenue growth rates. While all regions contributed, strong regional performances came primarily from Asia/Pacific and North America.

At a divisional level, rail vehicle systems (RVS) generated revenues in 1H18 of EUR 1,744.2 million and an EBITDA of EUR 322.2 million (margin 18.5%), performing particularly strongly in China as well as India, in Brakes and On-Board sales in Europe, and in the Passenger & Freight business in North America.

The division commercial vehicle systems (CVS) generated revenues during the period of EUR 1,577.3 million and an EBITDA of EUR 259.6 million (margin 16.5%), driven by a further increase of global truck production rates and stronger market penetration in North America and Asia.

Klaus Deller, Knorr-Bremse CEO, said: „The first half of 2018 confirms our continued strong growth and the outperformance versus our underlying markets in the rail and commercial vehicle industries.”

Ralph Heuwing, Knorr-Bremse CFO, added: „Strong earnings quality and an efficient balance sheet positions Knorr-Bremse well for the future.”

Mid-term targets

The Company targets in the medium term (i.e., within a horizon of three to four years) organic growth rates of sales (at a CAGR) in the range of approximately 4.5% to 5.5%. Knorr-Bremse expects sales to grow at a slightly stronger rate in the RVSsegment, in which a CAGR is targeted in the range of approximately 5% to 6% within the medium term, than in the CVS segment. Here a CAGR is targeted in the range of approximately 4% to 5% within the same period.

Furthermore, it is Knorr-Bremse´s goal to expand in the medium term its EBITDA margin by approximately 150 basis points compared to the reported EBITDA margin for the fiscal year 2017. EBITDA margins of both segments are expected to gradually increase, with the margins in the Rail Vehicles Systems segment to grow at a slightly stronger rate than in the Commercial Vehicle Systems segment.

The unaudited consolidated interim financial statements of the six months ended June 30, 2018 prepared in accordance with IAS34, and the audited consolidated financial statements of the fiscal years 2015 to 2017 prepared in accordance with IFRS are available on the website at www.knorr-bremse.de/en.

About Knorr-Bremse

Knorr-Bremse is the global market leader for braking systems and a leading supplier of other safety-critical rail and commercial vehicle systems. Knorr-Bremse’s products make a decisive contribution to greater safety and energy efficiency on rail tracks and roads around the world. For more than 110 years the company has been the industry innovator, driving innovation in mobility and transportation technologies with an edge in connected system solutions. Knorr-Bremse is one of Germany’s most successful industrial companies and profits from the key global megatrends: urbanization, eco-efficiency, digitization and automated driving.

About 29,000 employees (as of 30 June 2018) at over 100 sites in more than 30 countries use their competence and motivation to satisfy customers worldwide with products and services. Localization is a central focus of Knorr-Bremse’s strategy. Knorr-Bremse delivers braking, entrance, control and auxiliary power supply systems, HVAC and driver assistance systems for rail vehicles, as well as braking, steering, powertrain and transmission control solutions, and driver assistance systems for commercial vehicles.

In 2017, Knorr-Bremse’s two divisions together generated revenues of EUR 6.2 billion (IFRS). A comprehensive aftermarket & services business with high entry barriers gives these revenues increasingly cyclically independent stability. The company benefits from strong, entrepreneurial and experienced management. Technical excellence, reliability, passion and responsibility are deeply embedded in its corporate culture.

Disclaimer:

This release does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in the United States, Australia, Canada, Japan or in any jurisdiction to whom or in which such offer or solicitation is unlawful. This press release is neither an advertisement nor a securities prospectus and should not be relied upon in making any investment decision to purchase, subscribe for or otherwise acquire any securities. Any offer of securities would be made solely by means of, and on the basis of, a securities prospectus which would be published. Any investment decision regarding any publicly offered securities of the Company should only be made on the basis of a securities prospectus. The information and opinions contained in this press release are provided as at the date of this press release, are subject to change without notice and do not purport to contain all information that may be required to evaluate the Company.

This press release may contain forward looking statements, estimates, opinions and projections with respect to anticipated future performance of the Company ("forward-looking statements"). Forward-looking statements are based on the current views, expectations and assumptions of the management of Knorr-Bremse and involve significant known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Forward-looking statements should not be read as guarantees of future performance or results and will not necessarily be accurate indications of whether or not such results will be achieved. Any forward-looking statements only speak as at the date of this press release. We undertake no obligation, and do not expect to publicly update, or publicly revise, any of the information, forward-looking statements or the conclusions contained herein or to reflect new events or circumstances or to correct any inaccuracies which may become apparent subsequent to the date hereof, whether as a result of new information, future events or otherwise. We accept no liability whatsoever in respect of the achievement of such forward-looking statements and assumptions.

 

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1725743 Knorr-Bremse AG issues additional corporate bond]]>

Knorr-Bremse AG, the leading global manufacturer of braking systems and supplier of additional sub-systems for rail and commercial vehicles, is issuing an additional corporate bond following its 2016 bond issue, this time with a volume of EUR 750 million. The bond has a fixed coupon rate of 1.125 percent p. a. and a seven-year term.

The subscription period began on June 7, 2018. In just under three hours, the bond was already round about three times oversubscribed. The order book was filled by 155 investors, reaching a total volume of more than EUR 2 billion.

Ralph Heuwing, CFO of Knorr-Bremse, says: “By issuing this corporate bond, we gain more flexibility – we can use the additional liquid assets to take advantage of growth opportunities. At the same time, we are optimizing our capital structure.”

The new corporate bond has received an ‘A2’ rating from Moody’s. Issued in denominations of EUR 1,000, the bond is designed to attract both private and institutional investors. The bond issue is underwritten by Deutsche Bank, HSBC and Bayern LB as joint bookrunners.

In 2016, Knorr-Bremse issued a corporate bond with a volume of EUR 500 million. That bond has a fixed coupon rate of 0.50 percent p. a. and a five-year term.

About the bond

Issuer: Knorr-Bremse AG
Issuer ratings: A2/outlook stable (Moody’s), A/outlook stable (Standard & Poor’s)
Volume: EUR 750 million
Term: 7 years
Settlement:June 14, 2018
Maturity:June 13, 2025
Coupon:1.125% p. a.
Reoffer Yield:1.188% p. a.
Listing: EURO MTF Luxembourg
Denomination:  EUR 1,000
Applicable law: German law
Bookrunners: Deutsche Bank, HSBC and Bayern LB


Caption:
CFO Ralph Heuwing on the Knorr-Bremse bond: “By issuing this corporate bond, we gain more latitude – we can use the additional liquid assets to take advantage of growth opportunities. At the same time, we are optimizing our capital structure.” | © Knorr-Bremse

IMPORTANT NOTE:

This information constitutes neither an offer to purchase or subscribe for securities of Knorr-Bremse AG nor an invitation to submit an offer for the acquisition of securities. The purchase of or subscription for bearer bonds of Knorr-Bremse AG can only be based on the Prospectus approved by CSSF and notified to the German Financial Supervisory Authority. The Prospectus of the Debt Issuance Program which also applies to the bond can be obtained from the website of the Luxembourg Stock Exchange.

Knorr-Bremse is the leading manufacturer of braking systems and supplier of additional sub-systems for rail and commercial vehicles, with sales totaling over EUR 6 billion in 2017. In more than 30 countries, some 28,000 employees develop, manufacture, and service braking, entrance, control, and energy supply systems, HVAC and driver assistance systems, as well as steering systems, and powertrain and transmission control solutions. As a technology leader, through its products the company has been making a decisive contribution to greater safety by road and rail since 1905.

Contact:

Alexandra Bufe                                                                                                    Knorr-Bremse AG

Head of Corporate Communications                                                                Moosacher Straße 80

Phone: +49 (0)89 3547 1402                                                                                  D-80809 Munich

E-mail: alexandra.bufe@knorr-bremse.com                                                  www.knorr-bremse.com

 

Kai Gloystein

Head of Corporate Treasury

Phone: +49 (0)89 3547 2248

E-mail: Kai.Gloystein@knorr-bremse.com

 

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1725745 Knorr-Bremse ideally placed for further growth after record figures in 2017]]>

Knorr-Bremse, the world’s leading manufacturer of braking systems and additional sub-systems for rail and commercial vehicles, can look back on a record year.

In fiscal 2017, the Company posted an increase in sales to a record EUR 6.24 billion (2016: EUR 5.49 bn) on the back of expansion of its systems offering and its global market position. Despite substantial extraordinary expenses (in the amount of EUR 75 m) resulting from foreign exchange effects, the bid for Haldex and the cost of conversion to IFRS, EBITDA for 2017 totaled EUR 1.06 billion (2016: EUR 1.01 bn). In line with IFRS, adjusted EBITDA (still to be audited) reached EUR 1.14 billion. Net income rose to EUR 580 million (2016: EUR 550 m). Incoming orders were 16.3% up on the previous year, outpacing consolidated sales growth to reach EUR 6.66 billion (2016: EUR 5.72 bn). Orders on the books at year-end were up 19.8% at EUR 4.98 billion (2016: EUR 4.15 bn).

“Despite high extraordinary expenses we closed our books on 2017 with a set of record figures and will continue to pursue our path to profitable and sustainable growth,” said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG. “Digitalization, autonomous driving, and electrification are the trends of the future that will shape the business of our two divisions over the coming decade. Thanks not least to targeted acquisitions such as Knorr-Bremse SteeringSystems for automated driving or Kiepe Electric for electrification, we are ideally positioned for these developments and together with our customers and partners we are going to actively shape the transportation of the future,” Deller added.

“Since 2005, Knorr-Bremse has posted average sales growth of 7.1% and EBITDA growth of 9.7%. On top of this, the Company can boast an outstanding financial profile with which we are well equipped to face the current and future challenges of the market,” said Ralph Heuwing, Chief Financial Officer of Knorr-Bremse AG.

Generating new impetus for growth

In fiscal 2017, Knorr-Bremse continued to drive forward its strategy for profitable and sustainable growth. Through the integration of Kiepe Electric, the globally active supplier of electrical equipment for rail vehicles and buses, Knorr-Bremse added state-of-the-art drive technology for rail and commercial vehicles to its portfolio. In addition, Knorr-Bremse expanded its collaboration with Dongfeng Motor Group of China to include development of automated manual transmissions for the truck market in Asia. With this step, Knorr-Bremse obtained even wider access to the world’s largest commercial vehicle market.

In March 2017, the Company also completed its acquisition of the Bosch Transmissions Systems (TRS) division in Japan. The transmission components developed, manufactured and marketed by TRS for on-highway commercial vehicles open up additional opportunities for growth in what is a key market. By accessing the steering business through Knorr-Bremse SteeringSystems, the Company has also become the world’s first vendor to be able to offer braking and steering systems with smart connectivity from a single source. This puts Knorr-Bremse in a position to provide the basis for complex driver assistance systems, all the way to fully autonomous vehicles. Knorr-Bremse sees great potential for growth in this sector.

High investments in research & development

As a core element of its strategy for profitable and sustainable growth, Knorr-Bremse further expanded its research & development (R&D) activities. Total expenditure on R&D and customer-specific development modifications rose to EUR 359 million in fiscal 2017 (2016: EUR 328 m), which equates to approximately 6% of sales.

Workforce reaches almost 28,000 employees

At year-end 2017, the Knorr-Bremse Group employed a total of 27,705 persons (year-end 2016: 24,565) which represents a year-on-year increase of 12.8%.

Development of business by division

The Rail Vehicle Systems division posted sales of EUR 3.33 billion (2016: EUR 2.99 bn). Adjusted for foreign exchange effects, this is the highest level of sales ever recorded by the division. The sharp rise in sales revenues reflects in particular buoyant market demand in Europe, as well as the contribution to sales of the newly acquired Kiepe Electric. At the same time, developments in North America and the Asia/Australia region were also positive. One key milestone was the order covering the braking systems for approximately 1,500 cars for the Chinese high-speed segment, some of which are also to be equipped with IFE entrance systems and/or HVAC systems from Merak. Also in China, the volume of overhaul work on vehicles with braking systems increased to more than 2,000 cars. The division reported income before taxes of EUR 543 million (2016: EUR 512 m).

The Commercial Vehicle Systems division also returned record sales of EUR 2.93 billion (2016: EUR 2.52 bn). Income before taxes totaled EUR 385 million (2016: EUR 328 m). All regions contributed equally to this top-class performance. In particular, the expansion of collaboration with Dongfeng Motor Group of China to include development of the transmission control units for new generations of heavy-duty trucks will continue to have a positive impact on the development of the division.

Knorr-Bremse cares

At both global and local levels, Knorr-Bremse assumes responsibility for responding to societal challenges. The Company’s commitment is based on two pillars: Knorr-Bremse Global Care e.V. and Knorr-Bremse Local Care. In 2017, both divisions of the Knorr-Bremse Group supported the independent charitable organization Knorr-Bremse Global Care. Global Care aims to support projects for people in need, both in countries where there are Knorr-Bremse sites and in developing countries around the world. In 2017, funding of two million euros reached a total of 36,310 people worldwide. Key project areas were the fields of education and WASH (water, sanitation and hygiene).

Heading into fiscal 2018 with confidence

For fiscal 2018, Knorr-Bremse is anticipating a continuing volatile market environment. The topics of digitalization, autonomous driving, and electrification will shape the business of both divisions over the coming decade and beyond. Against this backdrop, the Knorr-Bremse Group is aiming for a modest rise in sales to between EUR 6.4 and 6.6 billion and targeting an EBITDA margin of 17 to 19%. “In view of the foreseeable changes in our markets, we will be making above-average investments in product development in order to be even better equipped to deal with the restructuring of the entire industry and thus well placed to face the future,” commented Deller.

Knorr-Bremse at a glance

In EUR millions

2016

2017

Change year on year

Sales

5,494

6,236

+13.5%

    Rail Vehicle Systems

2,990

3,325

+11.2%

    Commercial Vehicle Systems

2,523

2,928

+16.1%

EBITDA

1,011

1,060

+4.8%

EBIT

832

853

+2.5%

EBT

829

841

+1.4%

    Rail Vehicle Systems

512

543

+6.1%

    Commercial Vehicle Systems

328

385

+17.4%

Net income for the year

550

580

+5.5%

Free cash flow

301

308

+2.3%

Capital expenditure

195

186

-4.6%

R&D expenditure

328

359

+9.5%

Employees (number)

24,565

27,705

+12.8%

 

Caption 1: Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG: “Digitalization,
autonomous driving, and electrification are the trends of the future that will shape the business of our two divisions over the coming decade. Together with our customers we will be leveraging our expertise and global presence to influence and shape the transportation of the future.” | © Knorr-Bremse

Caption 2: “Since 2005, Knorr-Bremse has posted average sales growth of 7.1% and EBITDA growth of 9.7%. On top of this, the Company can boast an outstanding financial profile with which we are well equipped to face the current and future challenges of the market,” said Ralph Heuwing, Chief Financial Officer of Knorr-Bremse AG. | © Knorr-Bremse

Caption 3: The years ahead can be expected to bring a further increase in the volumes handled by parcel and courier services, driven mainly by online retailing. This will be accompanied by a rise in freight traffic by rail and road. | © Knorr-Bremse

Caption 4: The Knorr-Bremse Development Center in Munich hosts more than 100 high-tech test benches and other testing facilities. | © Knorr-Bremse

Knorr-Bremse is the leading manufacturer of braking systems and supplier of additional sub-systems for rail and commercial vehicles, with sales totaling over EUR 6 billion in 2017. In 30 countries, some 28,000 employees develop, manufacture, and service braking, entrance, control, and energy supply systems, HVAC and driver assistance systems, as well as steering systems, and powertrain and transmission control solutions. As a technology leader, through its products the company has been making a decisive contribution to greater safety by road and rail since 1905.

Contact:

Alexandra Bufe                                                                                                    Knorr-Bremse AG

Head of Corporate Communications                                                                Moosacher Straße 80

Tel: +49 (0)89 3547 1402                                                                                    D-80809 München

E-mail: alexandra.bufe@knorr-bremse.com                                                  www.knorr-bremse.com

 

Eva Doppler                                                                                                        Knorr-Bremse AG

Deputy Head of Corporate Communications                                                     Moosacher Straße 80

Tel: +49 (0)89 3547 1498                                                                                    D-80809 München

E-mail: eva.doppler@knorr-bremse.com                                                       www.knorr-bremse.com

]]>
1725749 Knorr-Bremse posts record sales of EUR 6.24 bn in fiscal 2017]]>

In fiscal 2017, Knorr-Bremse, the world’s leading manufacturer of braking systems and increasingly a supplier of additional sub-systems for rail and commercial vehicles, returned record sales of EUR 6.24 bn. Both divisions, Rail Vehicle Systems and Commercial Vehicle Systems, contributed equally to this achievement. Overall, Knorr-Bremse Group revenues grew by 13.7% to EUR 6.24 bn (2016: EUR 5.49 bn). Incoming orders rose even faster, by 16.4% to EUR 6.66 bn (2016: EUR 5.72 bn). EBITDA for 2017 totaled EUR 1.06 bn (2016: EUR 1.01 bn), despite substantial extraordinary expenses due to foreign exchange effects, the attempted acquisition of Haldex, and the transition to IFRS reporting. In line with IFRS, adjusted EBITDA reached EUR 1.14 bn.

“For us, the past financial year was particularly dynamic and aspirational, so we are all the more delighted at our strong growth and record sales. As this clearly shows, the steps we have taken to set the stage for sustainable and profitable growth are proving effective,” comments Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG. “We also scored major market successes in all of our regions, not least in the rail freight sector in India, in the braking sector per se and in the field of transmission control for commercial vehicles in China and Japan.”

Development of business by division

The Rail Vehicle Systems division posted sales of EUR 3.33 bn (2016: EUR 2.99 bn). Adjusted for foreign exchange effects, this is the highest level of sales ever recorded by the division. The sharp rise in sales revenues reflects in particular buoyant market demand in Europe, including the contributions of the newly acquired Kiepe Electric Group. At the same time, developments in North America and the Asia/Australia region were also positive. Success stories included equipping 800 Prima-E double locomotives from Alstom with braking systems for the Indian market, where the fast-growing rail freight sector is scheduled for major expansion in the years ahead.

The Commercial Vehicle Systems division returned record sales of EUR 2.93 bn (2016: EUR 2.52 bn). All regions contributed to this top-class performance. A significant development was the decision by Dongfeng Motor Group in China to partner with Knorr-Bremse in the development of automated manual transmissions for new generations of heavy-duty trucks. Through this move, one of the world’s largest truck manufacturers in the most important market is clearing the way for the ongoing success of automated manual transmissions. Within the joint venture with Dongfeng Motor Group, Knorr-Bremse is optimizing the transmission control system to meet the specific requirements of the Chinese respectively Asian markets.

Worldwide workforce reaches almost 28,000 employees

At year-end 2017 Knorr-Bremse had a worldwide total of 27,705 employees across the Group (year-end 2016: 24,565). This equates to an increase of 12.8% year-on-year. At the eight German plants in Aldersbach, Berlin, Dresden, Düsseldorf, Holzkirchen, Munich, Schwieberdingen and Wülfrath, the number of employees at year-end had increased to 5,663 (2016: 5,044).

Heading into fiscal 2018 with confidence

For fiscal 2018, Knorr-Bremse is anticipating a demanding market environment. Despite this, the Executive Board is expecting revenue growth to EUR 6.4 to 6.6 bn, with an EBITDA margin between 17% and 19%. The main challenges facing the industry remain Electrification, Connectivity/Digitalization, and Automated Driving. “New competitors are entering this arena and the entire landscape of operators, OEMs and suppliers is being reshaped,” says Klaus Deller. “With our broad product portfolio, our future-oriented technologies and outstanding market coverage, as well as our dedicated workforce, we are well positioned and will face up to these challenges with confidence. At this year’s key trade fairs – InnoTrans and IAA – we will show once again that our company has outstanding solutions to offer for the challenges facing the rail and commercial vehicle industries. An approach that combines ongoing strong investment in the development of new systems and in state-of-the-art production technologies with over 110 years’ experience of safety by road and rail simply pays dividends,” Deller adds.

“In 2018 we will continue to pursue our chosen path to sustainable and profitable growth, accompanied by significant investments in the best interests of our customers,” says Ralph Heuwing, Chief Financial Officer of Knorr-Bremse AG since November 1, 2017. “As we do so, we will focus on strict cost and financial management, strengthening our efficient processes, and leveraging our sound balance sheet.”

The figures in this press release are preliminary and have not been audited. They have not yet been approved by the Supervisory Board. The 2017 Annual Report with the final figures will be published on March 20, 2018.

Caption 1: “For us, the past financial year was particularly dynamic and aspirational, so we are all the more delighted at our strong growth and record sales. As this clearly shows, the steps we have taken to set the stage for sustainable and profitable growth are proving effective,” comments Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG. | © Knorr-Bremse

Caption 2: “In 2018 we will continue to pursue our chosen path to sustainable and profitable growth, accompanied by significant investments in the best interests of our customers,” says Ralph Heuwing, Chief Financial Officer of Knorr-Bremse AG. | © Knorr-Bremse

Caption 3: Production operations at Knorr-Bremse. | © Knorr-Bremse

Knorr-Bremse is the leading manufacturer of braking systems and supplier of additional sub-systems for rail and commercial vehicles, with sales totaling over EUR 6 billion in 2017. In 30 countries, some 28,000 employees develop, manufacture, and service braking, entrance, control, and energy supply systems, HVAC and driver assistance systems, as well as steering systems, and powertrain and transmission control solutions. As a technology leader, through its products the company has been making a decisive contribution to greater safety by road and rail since 1905.

Alexandra Bufe                                                                                                    Knorr-Bremse AG

Head of Corporate Communications                                                                Moosacher Straße 80

Tel: +49 (0)89 3547 1402                                                                                    D-80809 München

E-mail: alexandra.bufe@knorr-bremse.com                                                  www.knorr-bremse.com

Eva Doppler                                                                                                        Knorr-Bremse AG

Deputy Head of Corporate Communications                                                     Moosacher Straße 80

Tel: +49 (0)89 3547 1498                                                                                    D-80809 München

E-mail: eva.doppler@knorr-bremse.com                                                       www.knorr-bremse.com

]]>
1642549 Knorr-Bremse welcomes decision by Haldex' EGM to support offer]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer

17.08.2017 / 13:31
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Press release

17 August 2017

Knorr-Bremse welcomes decision by Haldex' EGM to support offer

  • Majority in favor of resolution proposed by Knorr-Bremse
  • Shareholders support and endorse application to Swedish Securities Council to extend the offer period
  • Shareholders resolve that Haldex shall support and cooperate with Knorr-Bremse in the continued merger clearance process

Knorr-Bremse AG ("Knorr-Bremse") welcomes the support of Haldex shareholders to continue the public offer for Haldex AB (publ) ("Haldex"). At today's extraordinary shareholder meeting ("EGM"), the shareholders voted in favor of the resolution proposed by Knorr-Bremse to support and endorse its application to the Swedish Securities Council ("SSC") regarding an extension of the acceptance period of Knorr-Bremse's public offer. The EGM furthermore instructed the Haldex Board of Directors to execute the General Meeting's resolution and to cooperate with Knorr-Bremse in the preparation of notifications to merger control authorities and the preparation of any relating remedies. Knorr-Bremse, who has a 14.9 % shareholding in Haldex, has abstained from voting on the EGM resolution.

Knorr-Bremse regards the EGM resolution to be Haldex' official position and binding to the Board of Directors.

"We appreciate the continued support for our offer by the shareholders which are the ultimate owners of Haldex. Based on their clear support we will continue to drive the merger clearance process in order to receive clearance at terms acceptable for us as soon as possible. We do expect the Board of Directors to adhere to the shareholders' decision and fully support our preparations and efforts. This is the only responsible manner which will swiftly create clarity for all of Haldex' stakeholders, including employees and customers," said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG.

Following today's EGM vote, Knorr-Bremse will ask the SSC to re-instigate its dealings with Knorr-Bremse's application to extend the acceptance period until 9 February 2018.

 

Knorr-Bremse AG


For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

This press release was submitted for publication on 17 August 2017 at 1.30 p.m. CEST.

 

Important notice
The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



17.08.2017 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de



show this]]>
1637901 Knorr-Bremse's offer for Haldex: EU Commission has initiated a Phase II investigation]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer

24.07.2017 / 20:03
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Press release

24 July 2017

Knorr-Bremse's offer for Haldex: EU Commission has initiated a Phase II investigation
 

  • Knorr-Bremse reiterates commitment to transaction and preparedness to implement remedies if needed
  • Merger clearance process continued with full focus and necessary resources
  • Knorr-Bremse regards shareholders' vote at the EGM as Haldex' official position and thus binding for the Board of Directors
  • CEO Klaus Deller: "A Phase II is a common approach for complex transactions. We have always said that we are ready to make concessions including divestments if necessary. We have already reputable bidders lined up who have handed in confirmed offers. In view of Knorr-Bremse the transaction follows a compelling rationale in spite of potential remedies; we remain fully committed to achieving merger clearance at acceptable terms as soon as possible."

The EU Commission has today informed Knorr-Bremse AG ("Knorr-Bremse") about the decision to initiate an in-depth investigation (Phase II) in relation to the merger clearance process of the proposed acquisition of Haldex AB (publ) ("Haldex"). The decision by the EU Commission does not come as a surprise as Knorr-Bremse has already communicated on 28 June 2017 that it had indications that a Phase II could be initiated.

As confirmed by the EU Commission, its decision to initiate a Phase II investigation does not prejudge the EU Commission's final assessment at the end of this in-depth analysis. A Phase II investigation is common practice in complex transactions for which the authority requires additional time. The purpose is for the authority to more deeply review data and gather additional evidence in order to confirm or dispel competitive doubts that have been expressed in Phase I. Thereby, the EU Commission will evaluate for which product areas there are factual competitive concerns. It is equally possible that doubts initially expressed are removed during a Phase II. The key question is to what extent exactly competition is significantly affected and which remedies exactly will be required.

If needed and acceptable, Knorr-Bremse is also prepared to divest from product areas which are finally viewed as problematic in Phase II. Thereby, Knorr-Bremse will be able to build on the divestment process already set up in the course of Phase I. Already during Phase I Knorr-Bremse initiated a structured bidding process and, following a due diligence process conducted by the bidders, has received credible confirmed offers by reputable buyers for different product areas. In Phase II, Knorr-Bremse will widen the pool of bidders if necessary. Knorr-Bremse will continue the open dialog with the EU Commission on how to address the concerns and spend all necessary resources to receive merger clearance on acceptable terms as soon as possible.

Klaus Deller, Chairman of the Executive Board of Knorr-Bremse, said: "We remain fully committed to the combination of Haldex and Knorr-Bremse and aim at merger clearance in the best interest of both companies. Our merger clearance strategy reflects the transaction's complexity and we are well prepared for a Phase II investigation. Such an in-depth analysis is a common approach in complex cases. Nothing is set in stone at this point in time and there is no reason for premature conclusions. We have always said that we are ready to make concessions including divestments if necessary. Most importantly, we have already taken precautions. In view of Knorr-Bremse the transaction follows a compelling rationale in spite of potential remedies; we remain fully committed to achieving merger clearance at acceptable terms as soon as possible."

Background to the offer

On 5 September 2016, Knorr-Bremse had announced a public offer to the shareholders of Haldex to tender all shares in Haldex to Knorr-Bremse. On 25 April 2017, it was announced that the acceptance period for the offer is extended until 26 September 2017. The completion of the offer is conditional upon, inter alia, all necessary clearances from authorities being obtained on terms acceptable to Knorr-Bremse.

On 28 June 2017, Knorr-Bremse announced that it has received indications that the EU Commission might initiate a Phase II investigation and that in view thereof Knorr-Bremse has applied for permission from the Swedish Securities Council (the "SSC") to extend the acceptance period until 9 February 2018. Following the withdrawal of support by the Haldex Board of Directors for an extended offer period and a continued merger clearance process Knorr-Bremse has requested Haldex to convene an extraordinary general meeting ("EGM"). The aim is to let shareholders, whose investment is at risk, have the final and ultimate word in the matter. Haldex has announced that the EGM is to be held on 17 August 2017. The shareholders of Haldex will resolve whether to support and endorse Knorr-Bremse's application to the SSC as well as whether Haldex is to support and cooperate with Knorr-Bremse in the continued merger clearance process.

Knorr-Bremse has asked the SSC to withhold further dealings with Knorr-Bremse's application for extension of the acceptance period until Haldex's shareholders have had the opportunity to resolve whether to support and endorse the application or not.

Knorr-Bremse regards the shareholders' vote as Haldex' official position and thus binding for the Board of Directors.

Knorr-Bremse AG

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

This press release was submitted for publication on 24 July 2017 at 20.00 CEST.

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



24.07.2017 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1633787 Knorr-Bremse continues to pursue the merger clearance process and the offer for Haldex with full commitment]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer

30.06.2017 / 18:35
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Press release

30 June 2017

Knorr-Bremse continues to pursue the merger clearance process and the offer for Haldex with full commitment

  • Knorr-Bremse does not share the view of Haldex board of directors - regards it as to impede the prerequisites for the execution of Knorr-Bremse's offer
  • Sound roadmap for the merger clearance process in place
  • Extraordinary general meeting in Haldex requested to be held without delay

Knorr-Bremse AG ("Knorr-Bremse") has taken note of the decision of the board of directors of Haldex AB (publ) ("Haldex") to withdraw the support for Knorr-Bremse's offer to the shareholders of Haldex, announced by Haldex on 29 June 2017, without prior consultation with Knorr-Bremse.

As previously communicated, Knorr-Bremse had received indications by the EU Commission that it is likely to initiate an in-depth investigation (Phase II). Knorr-Bremse does not share Haldex's assessment that an in-depth investigation would not increase the likelihood of obtaining the EU Commission's approval. A Phase II will enable the EU Commission to investigate Knorr-Bremse's proposed acquisition of Haldex in-depth and to further evaluate the arguments which Knorr-Bremse has brought and continues to put forward. Knorr-Bremse has neither received indications nor reason to believe that the initiation of a Phase II investigation will have a negative impact on the feedback which market participants provide to the EU Commission. The assessment which the EU Commission has provided to Knorr-Bremse is preliminary at this stage of the review process and reflects so-called "serious doubts" with respect to certain overlapping business areas. It does not prejudice the EU Commission's final assessment at the end of a Phase II investigation, in which the EU Commission will need to conclude not whether there are serious doubts but whether Knorr-Bremse's proposed acquisition of Haldex will actually significantly impede effective competition. Overall, Knorr-Bremse takes a confident view on a potential in-depth investigation by the EU Commission in Phase II. Knorr-Bremse has spent considerable resources on the merger clearance process, is prepared to make very large efforts and to offer significant remedies to get the transaction cleared by the authorities. This includes all areas that have been considered as areas of concern by the EU Commission. In addition, to reduce the burden on Haldex, Knorr-Bremse has, since early spring 2017, undertaken to bear Haldex's costs for its external advisors engaged in the planning of potential remedies as well as for the compilation of relevant information for merger control authorities. This undertaking remains unchanged during a Phase II investigation. Knorr-Bremse has set up a structured process to implement divestments that may be required to address competitive concerns and has received indicative bids from several promising interested parties. Knorr-Bremse believes that there would be even more interested buyers but has so far limited the number of participants in the process to address Haldex' concerns regarding the impact on Haldex' organization.

Consequently, Knorr-Bremse does not share the view of the Haldex board of directors that it is in the best interest of Haldex's shareholders not to further assist Knorr-Bremse in the process of obtaining regulatory approvals and to contest the grant of approval by the Swedish Securities Council (the "SSC") to extend the acceptance period of Knorr-Bremse's offer. In Knorr-Bremse's opinion, these decisions by the Haldex board of directors impede the prerequisites for the execution of Knorr Bremse's offer. Knorr-Bremse has therefore today exercised its legal right to request that Haldex convenes an extraordinary general meeting of shareholders to decide whether to support and endorse Knorr-Bremses application to the SSC as well as to support and cooperate with Knorr-Bremse in the continued merger clearance process. Given the urgency of the matter, Knorr-Bremse has proposed that the extraordinary general meeting is summoned and held without delay, and ideally held not later than on 28 July 2017.

Knorr-Bremse has asked the SSC to withhold further dealings with Knorr-Bremse's application for extension of the acceptance period until Haldex's shareholders have had the opportunity to resolve whether to support and endorse the application or not.

As part of the merger clearance process, Knorr-Bremse has today submitted a comprehensive divestiture commitment to the EU Commission in an effort to dispel the doubts which the EU Commission has previously communicated to Knorr-Bremse.

Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG, said: "We have made a highly attractive offer to shareholders and openly presented Haldex with our deal rationale and our perspectives on how we can best possibly cooperate to drive innovation and profitable growth in the future. We cannot understand the step taken by the Haldex Board as it causes significant uncertainty for Haldex shareholders, customers and employees alike. We have worked on the basis of a sound roadmap for the merger clearance process. We will therefore continue to drive this process with full commitment and as planned. By requesting an extraordinary general meeting we will take the necessary steps to create clarity for all stakeholders as soon as possible."

Background to the offer

On 5 September 2016, Knorr-Bremse announced a public offer to the shareholders of Haldex to tender all shares in Haldex to Knorr-Bremse. On 25 April 2017, it was announced that the acceptance period for the offer is extended until 26 September 2017. The completion of the offer is conditional upon, inter alia, that all necessary clearances from authorities are obtained on terms acceptable to Knorr-Bremse.

On 28 June 2017, Knorr-Bremse announced that it has received indications that the EU Commission might initiate a Phase II investigation and that against that background it has applied for permission from the SSC to extend the acceptance period until 9 February 2018. At the same time Knorr-Bremse stressed that it takes a confident view on the potential in-depth investigation by the EU Commission in Phase II.

Knorr-Bremse AG

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

This press release was submitted for publication on 30 June 2017 at 18:30 CEST.

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



30.06.2017 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1619023 Knorr-Bremse extends the acceptance period in its Offer for all shares in Haldex to 26 September 2017]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer

25.04.2017 / 17:48
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Press release

25 April 2017

Knorr-Bremse extends the acceptance period in its Offer for all shares in Haldex to 26 September 2017

  • The Swedish Securities Council has granted permission to extend the acceptance period to 26 September 2017
  • SSC permits closing of acceptance period prior to 26 September 2017 if relevant regulatory approvals have been obtained earlier
  • Knorr-Bremse continues merger clearance process with full commitment

On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer"). The current acceptance period in the Offer ends on 16 June 2017 and Knorr-Bremse has made the assessment that the possibilities to obtain merger clearance on terms acceptable will be significantly enhanced should Knorr-Bremse have additional time to provide more thorough and detailed information to the authorities and prepare potential remedies. As previously announced, Knorr-Bremse therefore requested permission from the Swedish Securities Council (the "SSC") to extend the maximum acceptance period with an additional three months, to 26 September 2017.

The SSC announced its decision in its issued statement AMN 2017:15 on 25 April 2017, that a further extension of three months is permitted. The SSC also allows Knorr-Bremse to close the acceptance period earlier if all relevant regulatory approvals have been obtained earlier and provided that Knorr-Bremse give Haldex shareholders ample time, i.e. a minimum of 14 days, to adjust to the new end of the acceptance period.

"The extension of the offer period is the right step and in the best interest of Knorr-Bremse, Haldex and its stakeholders. We can now provide additional information that further underlines our argumentation and the strong rationale behind the combination of Haldex and Knorr-Bremse. We are convinced that the expertise of both companies excellently matches. Our innovation power allows us to jointly develop new and pioneering solutions for customers in the commercial vehicle sector. We push forward the merger clearance processes with full commitment to successfully complete it as soon as possible and put the combination of Haldex and Knorr-Bremse into action," said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG.

The acceptance period for the Offer now runs until 26 September 2017. If all regulatory approvals are obtained in such time that the acceptance period, in accordance with the SSC's decision and the conditions set, can be closed before that date, Knorr-Bremse will announce this. Knorr-Bremse will also give the target company reasonable time to update its recommendation and the shareholders will in such case also be given ample time to consider the recommendation. If necessary, Knorr-Bremse will register a required supplement to the offer document including the amended recommendation.

The settlement will be initiated as soon as Knorr-Bremse announces that the conditions for the Offer have been fulfilled or Knorr-Bremse irrespectively decides to complete the Offer. If such an announcement takes place on 26 September 2017, at the latest, settlement is expected to be initiated on 5 October 2017.
 

Knorr-Bremse AG
 

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498
 

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116
 

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70
 

This press release was submitted for publication on 25 April 2017 at 17.45 CET.
 

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



25.04.2017 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1617877 Knorr-Bremse's offer for Haldex: Knorr-Bremse requests permission to extend acceptance period]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer

19.04.2017 / 17:48
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Press release

19 April 2017

Knorr-Bremse's offer for Haldex: Knorr-Bremse requests permission to extend acceptance period

  • Swedish Securities Council (SSC) to decide on requested extension of acceptance period from the current 16 June to 26 September 2017
  • The intention is to enhance possibilities of merger clearance on acceptable terms and thus, deal security for Knorr-Bremse and investors
  • To avoid unnecessary delay of the Offer, Knorr-Bremse also requests permission to discontinue the acceptance period earlier should all relevant regulatory approvals be obtained earlier
  • SSC decision to be expected at the earliest 25 April 2017

On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer"). The offer document regarding the Offer was made public on 26 September 2016. The acceptance period in the Offer lapses on 16 June 2017.

Knorr-Bremse AG announced today that it has filed a request with the Swedish Securities Council (SSC) to be granted an exemption from the maximum total acceptance period. The reason for the application is that Knorr-Bremse has made the assessment that the possibilities to obtain merger clearance on terms acceptable to Knorr-Bremse will be significantly enhanced should Knorr-Bremse have additional time to provide more thorough and detailed information to the authorities and prepare potential remedies. Knorr-Bremse could thus optimize the official EU filing and ensure that the best course of action is chosen. Knorr-Bremse also wants to have additional time to demonstrate how the planned transaction will improve the innovation capacity and provide benefits for customers.

Knorr-Bremse has requested permission to extend the maximum acceptance period to 26 September 2017. Knorr-Bremse believes that the period requested is sufficient for the offer process to be completed. In addition, Knorr-Bremse has asked that the SSC allows the closing of the acceptance period earlier than that date should all relevant regulatory approvals be obtained earlier. The decision by the SSC can be expected at the earliest on 25 April 2017.

"The requested extension has been made to optimize the possibilities for the merger clearance on terms beneficial to the combination of Knorr-Bremse and Haldex. Our objective is unchanged. We want to create one of the leading truck and trailer systems providers and deliver solutions for autonomous driving that are greatly valued by customers. Based on an open and trustful dialog with the anti-trust authorities and Haldex we remain committed to the successful closing of the Haldex offer in the best interest of both companies and its stakeholders," commented Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG.

For other terms and information about the Offer please refer to the offer document.
 

Knorr-Bremse AG
 

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498
 

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116
 

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70
 

This press release was submitted for publication on 19 April 2017 17.45 pm CET.
 

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



19.04.2017 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1604823 Knorr-Bremse's offer for Haldex: Supplement to the offer document made public]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer

17.02.2017 / 15:04
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Press release

17 February 2017

Knorr-Bremse's offer for Haldex: Supplement to the offer document made public

On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer"). The offer document regarding the Offer was made public on 26 September 2016.

On account of Haldex's annual statement January-December 2016, Knorr-Bremse has prepared a supplement to the offer document which includes the above-mentioned document. The supplement has been approved and registered by the Swedish Financial Supervisory Authority. The supplement has been made public today and is, together with the offer document and the acceptance form, available on Knorr-Bremse's website www.knorr-bremseandhaldex.com and on SEB's website for prospectuses www.sebgroup.com/prospectuses.

The supplement should be read in conjunction with the offer document dated 26 September 2016. In accordance with the Takeover Rules issued by Nasdaq Stockholm, shareholders who have accepted the Offer have the right to withdraw from the acceptance within five working days of the announcement of the supplement, i.e. up to and including 24 February 2017. In all other respects, the right to withdraw from the acceptance applies pursuant to the offer document.

For other terms and information about the Offer please refer to the offer document.

Knorr-Bremse AG

 

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

This press release was submitted for publication on 17 February 2017 at 3.00 p.m. CET.

 

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



17.02.2017 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1603139 Knorr-Bremse extends the acceptance period in its Offer for all shares in Haldex to 16 June 2017 due to pending approval of competition authorities]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer

09.02.2017 / 08:05
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Press release

9 February 2017

Knorr-Bremse extends the acceptance period in its Offer for all shares in Haldex to 16 June 2017 due to pending approval of competition authorities

On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public Offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer"). On 7 December 2016 Knorr-Bremse extended the acceptance period in the Offer to 28 February 2017.

The completion of the Offer is conditional upon, inter alia, that all necessary clearances from the authorities are obtained.

On the basis of its information exchange with Haldex and the dialog with competition authorities Knorr-Bremse makes the assessment that it will require more time to complete the merger clearance process. The acceptance period is therefore extended until 16 June 2017. Knorr-Bremse remains fully committed to the transaction as it is based on a compelling strategic rationale. Knorr-Bremse continues the merger clearance process with full dedication and is confident that it can obtain clearance. Information on the further progress will be provided by Knorr-Bremse.

Klaus Deller, Chairman of the Executive Board of Knorr-Bremse, said: "Our commitment to the combination of Haldex and Knorr-Bremse remains unchanged. The commercial vehicle sector is rapidly changing towards automated driving. By combining the expertise of Haldex and Knorr-Bremse we can become a driving force and unlock additional growth. I am convinced that it is not a question if we receive clearance, but how. Based on our preparations and the regular dialog with authorities we further proceed with the process and aim to successfully complete it in due time."

The settlement will be initiated as soon as Knorr-Bremse announces that the conditions for the Offer have been fulfilled or Knorr-Bremse otherwise decides to complete the Offer. If such an announcement takes place on 21 June 2017, at the latest, settlement is expected to be initiated around 28 June 2017.

Knorr-Bremse AG

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

This press release was submitted for publication on 9 February 2017 at 8.00 am CET.

 


Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



09.02.2017 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1594691 Knorr-Bremse's offer for Haldex: Request for additional information has been received from the U.S. competition authorities]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer/Miscellaneous

14.12.2016 / 22:01
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.


On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer"). On 7 December 2016 it was announced that the acceptance period is extended until 28 February 2017.

The completion of the Offer is conditional upon, inter alia, that all necessary clearances from authorities are obtained. As part of Knorr-Bremse's filing under the HSR Act in the United States, Knorr-Bremse and Haldex have received a request for additional information and documents ("second request") from the antitrust Division of the U.S. Department of Justice. The second request is a standard part of the regulatory review process under the HSR Act. The effect of the second request is to extend the waiting period imposed by the HSR Act until 10 days after substantial compliance with the second request, unless that period is extended voluntarily or terminated sooner by the US authority. Knorr-Bremse will do its utmost to respond to the second request in alignment with Haldex and revert with more information on further progress at a later stage.

Knorr-Bremse AG

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

This press release was submitted for publication on 14 December 2016 at 10 p.m. CET.


Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.



14.12.2016 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1593233 Knorr-Bremse announces outcome and receives strong support for offer to Haldex shareholders]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Takeover/Mergers & Acquisitions

2016-12-07 / 08:15
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

  • Acceptance level of 86.1 percent including shares already held by Knorr-Bremse
  • Acceptance period extended until 28 February 2017
  • Full commitment to pursue merger control process - EU referral granted and US filing submitted

"We are delighted about the strong support by investors. It confirms the attractiveness of our offer and also the strategic rationale of the proposed business combination. Haldex represents a strong addition to Knorr-Bremse and a highly valued asset for our combined group. We are convinced that we will be able to create numerous advantages for all stakeholders, including employees, customers and business partners," said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse. "We will continue to work with full commitment on the merger control process where we have achieved two important milestones already. Based on the open dialog with the authorities we are confident that we will obtain all necessary merger control approvals."

On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer").

The shares tendered in the Offer at the end of the acceptance period on 5 December 2016, together with the shares already held by Knorr-Bremse, amount to in aggregate 38,072,860 shares in Haldex, corresponding to 86.1 percent of the share capital and voting rights in Haldex.

The completion of the Offer is conditional upon, inter alia, the Offer being accepted to such extent that Knorr-Bremse becomes the owner of more than 50 percent of all shares in Haldex and all necessary clearances from authorities are obtained. Thus, the minimum acceptance level condition is currently met but remains until the Offer is declared unconditional.

Knorr-Bremse has already been granted a request for referral to the EU Commission and thereby entered the pre-notification phase in the European Union. In addition, Knorr-Bremse has submitted the necessary filing under the HSR Act in the United States. To achieve merger control approvals, a longer merger clearance period has proved necessary. Thus, this condition is not yet met and Knorr-Bremse will revert with more details as appropriate.

In view of the longer clearance period and to allow further shares to be tendered, Knorr-Bremse has decided to extend the acceptance period until and including 28 February 2017, 5:00 pm (CET). Settlement will be initiated as soon as Knorr-Bremse announces that the conditions for the Offer have been fulfilled or Knorr-Bremse otherwise decides to complete the Offer. If such announcement takes place on 3 March 2017, at the latest, settlement is expected to be initiated around 10 March 2017.

Knorr-Bremse has outside the Offer acquired in total 6,595,039 shares in Haldex, corresponding to 14.92 percent of the share capital and voting rights in Haldex. None of these shares have been acquired at a price which exceeds the consideration in the Offer. Other than that Knorr-Bremse does not hold any financial instruments that give financial exposure to Haldex shares.

At the end of the original acceptance period on 5 December 2016, the Offer had been accepted by shareholders representing in total 31,477,821 shares in Haldex, corresponding to 71.2 percent of the share capital and voting rights in Haldex.
 

Knorr-Bremse AG

For additional information contact:
Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70
 

This press release was submitted for publication on 7 December 2016 at 8.15 a.m. CET.
 

Important notice
The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.



2016-12-07 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1589405 Knorr-Bremse's offer for Haldex: Supplement to the offer document made public]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Offer/Miscellaneous

2016-11-16 / 15:00
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.


 

On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer"). The offer document regarding the Offer was made public on 26 September 2016.

On account of the recommendation from the board of directors of Haldex on 8 November 2016 and Haldex's interim report January-September 2016, Knorr-Bremse has prepared a supplement to the offer document which includes the above-mentioned documents. The supplement has been approved and registered by the Swedish Financial Supervisory Authority. The supplement has been made public today and is, together with the offer document and the acceptance form, available on Knorr-Bremse's website www.knorr-bremseandhaldex.com and on SEB's website for prospectuses www.sebgroup.com/prospectuses.

The supplement should be read in conjunction with the offer document dated 26 September 2016. In accordance with the Takeover Rules issued by Nasdaq Stockholm, shareholders who have accepted the Offer have the right to withdraw from the acceptance within five working days of the announcement of the supplement, i.e. up to and including 23 November 2016. In all other respects, the right to withdraw from the acceptance applies pursuant to the offer document.

For other terms and information about the Offer please refer to the offer document.

Knorr-Bremse AG


For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498
 

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116
 

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70
 

This press release was submitted for publication on 16 November 2016 at 3:00 p.m. CET.
 

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.



2016-11-16 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


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1588431 Haldex Board of Directors to shareholders: Knorr-Bremse offer clearly recommendable]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Takeover/Statement

2016-11-11 / 08:04
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which was published on 26 September 2016. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

 

  • Haldex Board highlights significant financial merit of the Knorr-Bremse offer
  • Support of filing process by Haldex
  • Merger control process well underway

Knorr-Bremse AG appreciates that the Haldex Board of Directors has carefully reviewed the offer to shareholders and came to the conclusion that the offer is clearly recommendable. The offer price represents strong benefits for the Haldex shareholders.

The recommendation is qualified by Knorr-Bremse obtaining regulatory approvals. In that respect Knorr-Bremse's perspectives are unchanged: Knorr-Bremse is confident that it will obtain all necessary merger control approvals and has been in good dialog with relevant authorities over the past weeks. Knorr-Bremse appreciates that Haldex is set to cooperate and help advancing the process by providing the necessary information to complete filings. Should the acceptance level condition have been met, but merger clearance not been obtained at the end of the acceptance period, Knorr-Bremse intends to extend the acceptance period. In such a case, investors who have tendered into the offer will retain the option to withdraw.

"We appreciate that the Haldex Board has highlighted the attractiveness and the superior economics of our offer to shareholders," says Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG. "We are convinced that the combination of Knorr-Bremse and Haldex will benefit Haldex' employees and customers alike. Combining competencies in the field of trucks and trailers has a compelling industrial logic as we expand our position as one of the leading systems suppliers in the industry. In addition, it will allow both companies to create an even broader, competitive product range, paving the way for profitable growth."

Klaus Deller continues: "It is part of our DNA to address challenges of the future. The commercial vehicle sector is transforming towards autonomous driving and we will be a driving force in developing cutting-edge technologies. We intend to bundle our joint global trailer business under the Haldex roof going forward. The combination of Haldex and Knorr-Bremse will thus not only create superior value for customers and business partners, but also offer attractive prospects for both companies and their employees."

On 5 September 2016 Knorr-Bremse had announced an all-cash offer of SEK 110.00 per Haldex share and increased its offer price to SEK 125.00 on 16 September 2016. The offer of SEK 125.00 per Haldex share represents a highly compelling premium of 68 percent to the 3-month volume-weighted average price as quoted by Nasdaq Stockholm on 13 July 2016, the day before a first public tender offer for the company was announced, and a significant premium of 46.6 percent compared to the closing price of the Haldex share on the same day.

Knorr-Bremse's offer is subject to certain closing conditions, including an acceptance ratio resulting in Knorr-Bremse becoming owner of more than 50 percent of all outstanding Haldex shares as well as regulatory approvals.

The offer document will be supplemented by the Haldex Board statement published on 8 November 2016 and the Haldex Q3 report published on 25 October 2016. The offer documentation is available on Knorr-Bremse's website (www.Knorr-BremseandHaldex.com), on SEB's website for prospectuses (www.sebgroup.com/prospectuses) as well as on the Swedish Financial Supervisory Authority's website (www.fi.se) in Swedish. The acceptance form related to the offer can be found on the first two of these websites.

###

Knorr-Bremse AG


For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498
 

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116
 

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

 

This press release was submitted for publication on 11 November 2016 at 8 a.m. CET.

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



2016-11-11 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


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1579397 Knorr-Bremse's offer for Haldex: offer document made public]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Takeover/Strategic Company Decision

2016-09-26 / 16:00
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which will be published shortly before the beginning of the acceptance period for the Offer. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 
 

"Haldex shareholders now have the opportunity to tender their shares into our superior offer. Following the acquisition of a stake on Friday, we are confident that additional investors will recognize the value we are bringing to the table. Haldex would find an excellent home at Knorr-Bremse where it would play a major role in joining a fast growing systems solutions provider for the commercial vehicle industry," said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse.

The Offer

On 5 September 2016, Knorr-Bremse AG ("Knorr-Bremse") announced a public offer to the shareholders of Haldex AB (publ) ("Haldex") to tender all shares in Haldex to Knorr-Bremse (the "Offer") for a consideration of SEK 110.00 in cash per share. On 16 September 2016 the consideration in the Offer was increased to SEK 125.00 in cash per share.

Offer document

The offer document relating to the Offer has been approved and registered by the Swedish Financial Supervisory Authority (Sw. Finansinspektionen). The offer document has been made public today and is available on Knorr-Bremse's website (www.Knorr-BremseandHaldex.com) and on SEB's website for prospectuses (www.sebgroup.com/prospectuses), and will be available on the Swedish Financial Supervisory Authority's website (www.fi.se) in Swedish. The acceptance form related to the Offer can be found on the first two of these websites. A copy of the offer document and a pre-printed acceptance form will be made mailed to all direct-registered shareholders of Haldex as of 26 September 2016, except for those domiciled in the excluded countries (see above).

Acceptance period and settlement

The acceptance period of the Offer starts on 27 September 2016 and ends on 5 December 2016. Settlement is expected to commence on or about 14 December 2016.

Knorr-Bremse AG

 

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498
 

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116
 

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

For information and documentation regarding the Offer: www.Knorr-BremseandHaldex.com

 

This press release was submitted for publication on 26 September 2016 at 4:00 p.m. CEST.




Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



2016-09-26 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1578867 Knorr-Bremse acquires additional shares in Haldex and adjusts the terms of the Offer]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Takeover/Strategic Company Decision

2016-09-23 / 08:20
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which will be published shortly before the beginning of the acceptance period for the Offer. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Knorr-Bremse AG ("Knorr-Bremse") has acquired 1,575,039 additional shares in Haldex AB (publ) ("Haldex"), corresponding to 3.56 per cent of all shares and votes in Haldex, at a price of SEK 125 per share. The purchase agreement contains provisions on potential additional consideration. The terms of Knorr-Bremse's offer to the shareholders of Haldex is adjusted with a corresponding additional consideration.

"The acquisition of a further stake in Haldex again confirms the attractiveness of our offer to the shareholders of the company. It reflects the positive feedback from investors which we received over the last days", said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse. "We have clear indications that the recent statements by the management of Haldex with regard to our offer are not shared by a number of investors. We continue to pursue the compelling combination of Knorr-Bremse and Haldex due to its strong strategic rationale and the clear benefits for customers, employees and all other stakeholders."

On 5 September 2016, Knorr-Bremse announced an all-cash offer (the "Offer") for all shares in Haldex of SEK 110.00 in cash per share. The consideration in the Offer was increased to SEK 125.00 in cash per share on 16 September 2016.

Knorr-Bremse has through an agreement on 22 September 2016 acquired 1,575,039 shares in Haldex outside the Offer, corresponding to 3.56 per cent of all shares and votes in Haldex, from Carnegie Fonder AB ("Carnegie") at a price of SEK 125.00 in cash per share. If Knorr-Bremse increases the Offer consideration, Carnegie is entitled to an amount equal to the increase as additional consideration. Furthermore, if Knorr-Bremse were to resell the shares acquired from Carnegie within 12 months from the date of the purchase agreement, Carnegie will be entitled to an additional consideration corresponding to 100 per cent of Knorr-Bremse's net profit (after deduction of any sales commission) from such resale. If the shares were to be resold after 12 months but within 18 months from the date of the purchase agreement, the additional consideration will instead be 50 per cent of the net profit.

On account of the agreement with Carnegie, the Offer terms are adjusted so that all shareholders in Haldex whose shares are acquired by Knorr-Bremse in the Offer are entitled to a corresponding additional consideration.

At the time of this announcement Knorr-Bremse owns in total 6,595,039 shares in Haldex, corresponding to 14.91 per cent of all shares and votes in Haldex. Other than that Knorr-Bremse does not hold any financial instruments that give financial exposure to Haldex shares. None of the shares in Haldex held by Knorr-Bremse have been acquired at a price which is higher than the consideration in the Offer.
 

Advisors

Joh. Berenberg, Gossler & Co. KG is financial advisor and Roschier Advokatbyrå is legal advisor to Knorr-Bremse in connection with the Offer.
 

Knorr-Bremse AG

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

 

For information and documentation regarding the Offer: www.Knorr-BremseandHaldex.com

This press release was submitted for publication on 23 September 2016 at 08.15 a.m. CEST.

 

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



2016-09-23 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1577907 Knorr-Bremse takes note of statement by the Board of Haldex regarding its increased all-cash offer]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Takeover/Strategic Company Decision

2016-09-19 / 17:04
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which will be published shortly before the beginning of the acceptance period for the Offer. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

 

Knorr-Bremse takes note of statement by the Board of Haldex regarding its increased all-cash offer

- Knorr-Bremse recognizes that Board of Haldex confirms financial superiority of its offer

- Knorr-Bremse surprised to see that the Board of Haldex continues to recommend a lower offer despite willingness to explain regulatory approval approach

- Knorr-Bremse has carefully assessed the merger control situation and developed a comprehensive approach to receive merger control clearance in relevant markets, especially in Europe and the US

- Reiterates view on superior offer for shareholders, compelling strategic rationale, clear benefits for both companies

- Knorr-Bremse is confident that shareholders of Haldex take superiority of its higher offer into account when deciding about tendering their shares

With surprise, Knorr-Bremse AG takes note of the statement by the Board of Haldex regarding its increased all-cash offer of SEK 125 for Swedish Haldex Aktiebolag ("Haldex"), valuing the company at SEK 5.53 billion. Knorr-Bremse has made a superior offer to the shareholders of Haldex, based on a compelling strategic rationale of the proposed combination and the related benefits for Haldex. Knorr-Bremse is surprised about the Board's recommendation of a lower offer Knorr-Bremse remains confident that shareholders of Haldex will take the superiority of its offer into account when deciding about tendering their shares.

"We are surprised about the decision by the Board of Haldex not to recommend our superior offer to shareholders. We are convinced that we can create more value from a strategic point of view and provide better prospects for Haldex. This is underlined by the very positive signals from investors on our offer increase and we are confident to successfully close this transaction" said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse. "By alleging that we have done nothing to eliminate or reduce deal certainty risk, the Board of Haldex neglects various facts: The activities of Knorr-Bremse and Haldex are largely complementary and overlaps exist only in limited areas. Knorr-Bremse has developed a detailed clearance strategy, based on qualitative and quantitative arguments. If required by the authorities, Knorr-Bremse would be open to making concessions to obtain clearance. The Board has not given Knorr-Bremse the opportunity to present the clearance strategy. While it is premature to discuss our clearance strategy in public we remain willing to discuss our assessment that antitrust approval can be obtained with the Board of Haldex and their advisers."

In light of the higher offer and the substantial additional value for shareholders, Knorr-Bremse questions whether the Board's recommendation reflects the interest of the shareholders of Haldex. Knorr-Bremse also raises this question against the background that the company has received very positive feedback from investors for the offer during talks over the past days. Given the increased offer Knorr-Bremse is convinced that additional shareholders will very closely consider and recognize the superiority of its offer.

On 5 September 2016 Knorr-Bremse had announced an all-cash offer of SEK 110.00 per Haldex share and increased its offer to SEK 125 on 16 September. The combination of Haldex and Knorr-Bremse will create one of the leading systems suppliers with a clear focus on the commercial vehicle business and attractive growth opportunities for both companies. Together, Knorr-Bremse and Haldex will play a driving force in the commercial vehicle industry as it transforms towards automated driving.

 

Knorr-Bremse AG

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

This press release was submitted for publication on 19 September 2016 at 5:00 p.m. CEST.

 

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



2016-09-19 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1577391 Knorr-Bremse increases cash offer to the shareholders of Haldex to SEK 125 per share and reduces the minimum acceptance level condition]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Takeover/Strategic Company Decision

2016-09-16 / 08:40
The issuer is solely responsible for the content of this announcement.


This announcement is not an offer, whether directly or indirectly, in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or in any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important notice" at the end of this announcement and in the tender offer document which will be published shortly before the beginning of the acceptance period for the Offer. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.


 

Knorr-Bremse increases cash offer to the shareholders of Haldex to SEK 125 per share and reduces the minimum acceptance level condition

Knorr-Bremse AG ("Knorr-Bremse") today announces its decision to increase its all-cash offer (the "Offer") to the shareholders of Haldex AB (publ) ("Haldex") and to reduce the minimum acceptance level condition in the Offer.

Summary

- The Offer consideration is increased from SEK 110.00 to SEK 125.00 in cash per share.

- The increased Offer values Haldex at SEK 5,526,996,250.

- The minimum acceptance level condition in the Offer is reduced so that the Offer is conditional upon being accepted to such extent that Knorr-Bremse becomes the owner of more than 50 per cent of the shares in Haldex.

"Our perspectives remain unchanged: We are fully committed to the combination of Haldex and Knorr-Bremse which is not only underlined by the increased stake we hold in Haldex, but also by the increased offer for Haldex shareholders. We would not have made this offer if we were not confident about it." said Klaus Deller, Chairman of the Executive Board of Knorr-Bremse. "Haldex and Knorr-Bremse are businesses from the same breed, sharing a deep-rooted tradition in the commercial vehicle industry with innovation at their heart. We are aware that the current situation might lead to questions amongst Haldex employees and other stakeholders. We have changed this offer to give comfort to the shareholders for deal completion. We emphasize that we are fully convinced to successfully complete the transaction. The increased offer price and the fact that we now hold shareholdings in Haldex of 11.35 percent underline our confidence and represent a strong signal to shareholders. Together with Haldex, its management and employees we will strengthen our position as a world-class systems supplier for commercial vehicles in order to create superior value for customers especially in times of automated driving. We are convinced that we can provide more value and stronger prospects for Haldex, its employees and customers. Together, we will play a key role in our industry as it transforms towards automated driving."

The revised Offer

On 5 September 2016, Knorr-Bremse announced a public offer to the shareholders of Haldex to tender all shares in Haldex to Knorr-Bremse for SEK 110.00 in cash per share.

Knorr-Bremse has decided to increase the Offer consideration to SEK 125.00 in cash per share. The increased Offer represents a premium of:

- 13.6 per cent compared to ZF Friedrichshafen AG's increased offer announced on 14 September 2016;

- 46.6 per cent compared to the closing price of SEK 85.25 for the Haldex share on 13 July 2016 (being the last day of trading prior to the announcement of the offer by SAF-HOLLAND GmbH);

- 68.0 per cent compared to the volume-weighted average price of SEK 74.39 for the Haldex share during the three months prior to the announcement of SAF-HOLLAND GmbH's offer on 14 July 2016;

- 79.6 per cent compared to the volume-weighted average price of SEK 69.59 for the Haldex share during the six months prior to the announcement of SAF-HOLLAND GmbH's offer on 14 July 2016; and

- 20.2 per cent compared to the closing price of SEK 104.00 for the Haldex share on 2 September 2016 (being the last day of trading prior to the announcement of the Offer, which in Knorr-Bremse's opinion has been affected by ZF Friedrichshafen AG's original offer).

The total value of the increased Offer, based on all outstanding 44,215,970 shares in Haldex (including the 102,000 treasury shares held by Haldex), amounts to SEK 5,526,996,250.

Furthermore, Knorr-Bremse has decided to reduce the minimum acceptance level condition in the Offer. Accordingly, the completion of the Offer is conditional upon the Offer being accepted to such extent that Knorr-Bremse becomes the owner of shares representing more than 50 per cent of the total number of outstanding shares in Haldex on a fully diluted basis.

Other than the increased consideration in the Offer and the reduction of the minimum acceptance level condition, the terms and conditions for the Offer remain unchanged. As set forth in the Offer, Knorr-Bremse reserves the right to waive, in whole or in part, one or more of the conditions for the completion of the Offer in accordance with applicable laws and regulations, including, to complete the Offer at a lower level of acceptance.

Knorr-Bremse has acquired additional shares in Haldex outside the Offer. At the time of this announcement Knorr-Bremse owns in total 5,020,000 shares in Haldex, corresponding to 11.35 per cent of all shares and votes in Haldex. Other than that Knorr-Bremse does not hold any financial instruments that give financial exposure to Haldex shares. None of the shares in Haldex held by Knorr-Bremse have been acquired at a price which is higher than the consideration in the Offer.


Advisors

Joh. Berenberg, Gossler & Co. KG is financial advisor and Roschier Advokatbyrå is legal advisor to Knorr-Bremse in connection with the Offer.




Knorr-Bremse AG

For additional information contact:

Knorr-Bremse AG

Dr. Detlef Hug
Email: Detlef.Hug@knorr-bremse.com
Phone: +49 89 3547 1402

Eva Doppler
Email: Eva.Doppler@knorr-bremse.com
Phone: +49 89 3547 1498

Additional contacts for media in Germany

FTI Consulting SC
Carolin Amann
Email: Carolin.Amann@fticonsulting.com
Phone: +49 69 92037 132

Thomas M. Krammer
Email: Thomas.Krammer@fticonsulting.com
Phone: +49 89 71042 2116

Additional contacts for media in Sweden

Comir
Johan Hähnel
Email: Johan.Hahnel@comir.se
Phone: +46 8 31 17 70

For information and documentation regarding the Offer: www.Knorr-BremseandHaldex.com

Conference call

A conference call regarding the revised Offer will be held on 16 September 2016 at 11:00 a.m. CEST / 10:00 a.m. BST. Please use the following telephone numbers:

Germany: +49 (0)69 2222 9552

Sweden: +46 (0)8 5065 3959

United Kingdom: +44 (0)2 3367 9434

United States: +1 917 286 8057

This press release was submitted for publication on 16 September 2016 at 08:15 a.m. CEST.


 

Important notice

The Offer is not being made, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of Australia, Canada, Hong Kong, Japan, New Zealand or South Africa, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Accordingly, this announcement and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa.

This announcement is not being, and must not be, sent to shareholders with registered addresses in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Canada, Hong Kong, Japan, New Zealand or South Africa must not forward this announcement or any other document received in connection with the Offer to such persons.

Statements in this announcement relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Knorr-Bremse AG. Any such forward-looking statements speak only as of the date on which they are made and Knorr-Bremse AG has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

Special notice to shareholders in the United States

The Offer described in this announcement is made for shares of Haldex AB, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which are different from those of the United States. The Offer is made in the United States in compliance with Section 14(e) of, and Regulation 14E under, the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act"), subject to the exemptions provided by Rule 14d-1(d) under the U.S. Exchange Act and otherwise in accordance with the requirements of Swedish law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to withdrawal rights, the offer timetable, settlement procedures and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

To the extent permissible under applicable law or regulation, Knorr-Bremse AG and its affiliates or brokers (acting as agents for Knorr-Bremse AG or its affiliates, as applicable) may from time to time, and other than pursuant to the Offer, directly or indirectly purchase, or arrange to purchase, shares of Haldex AB, that are the subject of the Offer or any securities that are convertible into, exchangeable for or exercisable for such shares. To the extent information about such purchases or arrangements to purchase is made public in Sweden, such information will be disclosed by means of a press release or other means reasonably calculated to inform U.S. shareholders of Haldex AB of such information. In addition, the financial advisors to Knorr-Bremse AG, may also engage in ordinary course trading activities in securities of Haldex AB, which may include purchases or arrangements to purchase such securities. Knorr-Bremse AG and/or its affiliates or brokers have purchased shares of Haldex AB during the period following the announcement of the Offer on 5 September 2016.

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION OR REGULATORY AUTHORITY HAS APPROVED OR DISAPPROVED OF THIS OFFER, PASSED UPON THE FAIRNESS OR MERITS OF THIS ANNOUNCEMENT OR DETERMINED WHETHER THIS ANNOUNCEMENT IS ACCURATE OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE IN THE UNITED STATES.

 



2016-09-16 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>
1574973 Knorr-Bremse announced an all-cash offer to acquire Haldex today]]>

DGAP-News: Knorr-Bremse Aktiengesellschaft / Key word(s): Takeover/Strategic Company Decision

2016-09-05 / 08:32
The issuer is solely responsible for the content of this announcement.


THIS IS NOT A PUBLIC OFFER. NOT FOR DISTRIBUTION IN AUSTRALIA, CANADA, HONG KONG, JAPAN, NEW ZEALAND OR SOUTH AFRICA.

This press release is not an offer. Any offer for shares of Haldex will only be made pursuant to an offer document to be approved by the Swedish Financial Supervisory Authority as responsible regulator, which will be published on our website under www.Knorr-BremseandHaldex.com. You should refer to the detailed restrictions and information in the offer document before making any decision on whether to participate in the offer.
 

Knorr-Bremse announced an all-cash offer to acquire Haldex today

  • Planned combination of Haldex and Knorr-Bremse creates a technology-leading systems supplier to the global commercial vehicle industry and unlocks attractive opportunities for both companies
  • Haldex will be a highly valued asset and a driving force for the further development of the combined group

Knorr-Bremse AG earlier today submitted an all-cash offer for Swedish Haldex Aktiebolag ("Haldex"), valuing the company at SEK 4.86 billion. Haldex is one of the leading suppliers of brake and air suspension systems for the commercial vehicle industry with a focus on trailer applications. The company is listed on the Stockholm stock exchange (NASDAQ).

The all-cash offer of SEK 110.00 per Haldex share represents a highly compelling premium of 47.9 percent to the 3-month volume-weighted average price as quoted by Nasdaq Stockholm on July 13, 2016, the day before a first public tender offer for the company was announced, and a significant premium of 29.0 percent compared to the closing price of the Haldex share on the same day.

The combination of Haldex and Knorr-Bremse will create one of the leading systems suppliers with a clear focus on the commercial vehicle business and attractive growth opportunities for both companies. Haldex's globally renowned expertise in brake and air suspension components for the trailer segment ideally complements the Knorr-Bremse product portfolio, which comprises not only braking, steering and powertrain systems, but also driver assistance systems, automated driving functions and telematics.

"Both our companies share a deep-rooted tradition in the commercial vehicle industry with innovation at the heart, making this a very natural combination. We would bring in our strong expertise in the truck market, global technological leadership, and the long-term perspective of a family-owned business. Haldex has an impressive position in the trailer market as well as a strong product portfolio and will play a key role in our company," says Klaus Deller, Chairman of the Executive Board of Knorr-Bremse AG. "We aim at creating a world-class systems supplier for commercial vehicles serving our customers as a single source for an even wider range of innovative systems, connected solutions and customized services. In addition, we will play a driving force in our industry as it transforms towards autonomous driving. A combination unlocks significant growth potential for both companies for the benefit of customers, business partners and employees."

Knorr-Bremse's long-term profitable sales growth is based on technological leadership driven by above-average R&D investments. This commercial vehicle focused R&D approach, which is supported by Knorr-Bremse's solid financial position, will play a key part in further developing Haldex as an integral part of Knorr-Bremse's commercial vehicle business. Due to Haldex's established track record in the trailer market it would be an obvious solution to use the Haldex brand as the overall group brand for the combined trailer business and to make Haldex a Center of Excellence for trailers. The company would thus be a driving force for the further development of Knorr-Bremse group.

Both groups have a largely complementary product portfolio which would allow them to jointly offer complete wheelends consisting of foundation drum brakes, slack adjusters, air disc brakes and brake actuators for worldwide applications. Additionally, Knorr-Bremse will contribute a comprehensive product range of advanced electronic chassis control, vehicle dynamics including steering and powertrain control systems.

Advanced braking and steering systems are core technologies for all automated driving functions. As one of the global leaders in brake control systems, Knorr-Bremse has established and expanded its expertise in vehicle dynamics over many years. With the acquisition of tedrive Steering Systems GmbH in 2016, Knorr-Bremse has added advanced steering technology to its portfolio. As opposed to the emerging automated driving solutions in passenger cars, full systems competence for automated driving in commercial vehicles requires the ability to control the dynamics of truck and trailer simultaneously. Therefore the addition of Haldex's expertise in the trailer sector can make a substantial contribution to the development of this comprehensive systems competence.

Knorr-Bremse's presence in the North American truck market and its well established access to fleet operators will enable Haldex to further grow its trailer business in this region. Haldex is committed to deliver leading products to its customers and emphasizes the importance of truly understanding its clients' needs. With its well established access to end customers Knorr-Bremse is poised to enable Haldex to channel its product development towards even better solutions. The combination of the complimentary activities of both companies will create a full-line supplier that offers its customers substantial added value.

Knorr-Bremse is a family-owned company with a stable and conservative financing policy. The offer is fully financed by cash available from Knorr-Bremse's own funds, and Knorr-Bremse is accordingly not dependent on any external financing for the offer.

Knorr-Bremse's takeover bid is subject to certain customary closing conditions, including an acceptance ratio of more than 90 percent of all outstanding Haldex shares and regulatory approval. For information on the offer please refer to the website www.Knorr-BremseandHaldex.com. The acceptance period is expected to begin on or about September 27, 2016.

Knorr-Bremse has a substantial track record of successfully integrating new companies into the Knorr-Bremse group by respecting specific company cultures, valuing established brands, business models and the interests of employees.
 

###
 

Today on September 5, 2016, the Management of Knorr-Bremse AG will host a conference call at 10.00 am CEST / 9.00 am BST. To participate please use one of the following dial-in numbers:

Germany: +49 (0)69 2222 13420

Sweden: +46 (0)8 5033 6574

United Kingdom: +44 (0)203 043 2002

United States: +1 719-457-1036

 

Contact for Media and Investors:

Knorr-Bremse AG
Dr. Detlef Hug
Head of Corporate Communications
Phone: +49 (0)89 3547 1402
Email:Detlef.Hug@knorr-bremse.com

Eva Doppler
Phone: +49 89 3547 1498
Email: Eva.Doppler@knorr-bremse.com
 

Additional Contacts for Media in Germany:

FTI Consulting SC
Carolin Amann
Phone: +49 69 92037 132
Email: Carolin.Amann@fticonsulting.com

Thomas M. Krammer
Phone: +49 89 71042 2116
Email: Thomas.Krammer@fticonsulting.com
 

Additional Contact for Media in Sweden:

Comir AB
Johan Hähnel
Phone: +46 8 31 17 70
Email: Johan.Hahnel@comir.se

 

Knorr-Bremse
Knorr-Bremse group is one of the world's leading manufacturers of braking systems for rail and commercial vehicles, with sales totaling almost EUR 6 billion in 2015. In over 30 countries, some 25,000 employees develop, manufacture, and service braking, entrance, control, and energy supply systems, HVAC and driver assistance systems, as well as powertrain and transmission control solutions. As a driver of innovation, for more than 110 years, through its products the company has been making a decisive contribution to greater safety by road and rail. In the commercial vehicle sector, Knorr-Bremse's solutions range from complete braking systems including driver assistance systems to torsional vibration dampers, powertrain-related solutions, and transmission control systems. The group focuses on developments that push forward autonomous driving, as well as energy efficiency and the reduction of fuel consumption. Every day, more than one billion people around the world put their trust in systems made by Knorr-Bremse group. For more information, please refer to Knorr-Bremse's website (www.knorr-bremse.com).

Today, Knorr-Bremse AG announced the offer in a separate press release, constituting the offer, in accordance with Swedish laws and regulations. For the full offer press release, see www.Knorr-BremseandHaldex.com

 



2016-09-05 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


show this]]>