Ad Hoc: Corporate Communications vom 27.03.2015
(Ad Hoc:) DAB Bank AG: BNP Paribas Beteiligungsholding AG sets cash compensation at EUR 4.78 per share for squeeze-out under merger law
Munich, March 27, 2015.
On December 17, 2014, Munich-headquartered BNP Paribas Beteiligungsholding AG notified the Management Board of DAB Bank AG of its intention to ask the Shareholders' Meeting of DAB Bank AG to adopt a resolution regarding the transfer of the shares held by the minority shareholders against payment of appropriate cash compensation (squeeze-out under merger law pursuant to Section 62 (1) and (5) of the German Reorganization Act (UmwG) in conjunction with Section 327a and following of the German Stock Corporations Act (AktG)) as part of the absorption of DAB Bank AG by BNP Paribas Beteiligungsholding AG.
BNP Paribas Beteiligungsholding AG, which holds around 91.69% of the share capital of DAB Bank AG, today informed the Management Board of DAB Bank AG that it is repeating and finalizing its transfer request dated December 17, 2014. BNP Paribas Beteiligungsholding AG has set the appropriate cash compensation for the transfer of the shares held by the minority shareholders of DAB Bank AG to BNP Paribas Beteiligungsholding AG (as majority shareholder) at EUR 4.78 for each no-par bearer share of DAB Bank AG.
The Management Boards of DAB Bank AG and BNP Paribas Beteiligungsholding AG have approved the draft merger agreement by and between DAB Bank AG, the transferring company, and BNP Paribas Beteiligungsholding AG, the absorbing company that is required to carry out the squeeze-out under German merger law. The Supervisory Board of BNP Paribas Beteiligungsholding AG has already approved the conclusion of the merger agreement. It is planned for the merger agreement to be notarized on April 13, 2015 after the Supervisory Board of DAB Bank AG has granted its approval.
The resolution to transfer the shares held by the minority shareholders of DAB Bank AG to BNP Beteiligungsholding AG as the majority shareholder against payment of appropriate cash compensation in accordance with Section 327a and following of the German Stock Corporation Act (AktG) will be on the agenda of the Annual Shareholders' Meeting of DAB Bank AG scheduled for May 29, 2015.
DAB Bank AG
The Management Board
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