Ad Hoc: Corporate Communications vom 27.07.2015
(Ad Hoc:) DAB Bank AG: Squeeze-out of minority shareholders and merger of DAB Bank AG into BNP Paribas Beteiligungsholding AG take effect
Munich, July 27, 2015.
The Management Board of DAB Bank AG (ISIN: DE0005072300/WKN: 507230), with its registered head office in Munich, registered in the Commercial Register of the Munich Local Court under entry number HRB 118190, which is listed in the Frankfurt Stock Exchange and is subject to additional listing obligations, learned on today's date that the merger of DAB Bank AG, Munich, into BNP Paribas Beteiligungsholding AG, with its registered head office in Munich, registered in the Commercial Register of the Munich Local Court under entry number HRB 217504, by way of dissolution without liquidation (merger through absorption) pursuant to Sections 2 (1), (4 ff.), (60 ff.) UmwG (German Corporate Reorganization Act), which was resolved in connection with the merger agreement dated April 13, 2015, took effect on July 27, 2015 upon being recorded in the Commercial Register for the registered head office of DAB Bank AG and in the Commercial Register for the registered head office of BNP Paribas Beteiligungsholding AG. Therefore, DAB Bank AG was stricken from the Commercial Register.
As of the same date, the resolution adopted by the annual shareholders' meeting of DAB Bank AG on May 29, 2015, under which the shares of the remaining shareholders of DAB Bank AG, Munich (minority shareholders), were to be transferred to BNP Paribas Beteiligungsholding AG, Munich (majority shareholder), against payment of an appropriate cash compensation in the amount of EUR 4.78 per bearer share of DAB Bank AG (squeeze-out under the law of mergers) pursuant to Section 62 Para 1 and 5 UmwG in conjunction with Sections 327a ff. AktG (German Stock Corporations Act), likewise took effect. Therefore, all shares of the minority shareholders of DAB Bank AG were transferred to BNP Paribas Beteiligungsholding AG by operation of law.
It is expected that the stock exchange listing of the DAB Bank AG share will be terminated in the near future. Any trading conducted in the stock exchange until the termination of the stock exchange listing will only involve the cash compensation claims of the minority shareholders.
After the aforementioned merger was recorded in the Commercial Register, BNP Paribas Beteiligungsholding AG was renamed DAB Bank AG, also on July 27, 2015. For information on the execution of the transfer of the bearer shares of the minority shareholders and on the payment of appropriate cash compensation, please refer to the notice to be published by DAB Bank AG (formerly BNP Paribas Beteiligungsholding AG) in the German Federal Gazette (Bundesanzeiger) in the near future.
DAB Bank AG
The Management Board
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