28 August 2010

Klöckner-Werke AG's Annual General Meeting approves squeeze-out

Frankfurt am Main, August 25, 2010 - The shareholders of Klöckner-Werke AG have approved the transfer of the shares of minority shareholders to majority shareholder Salzgitter Mannesmann GmbH (squeeze-out) at the company's Annual General Meeting held today in Frankfurt am Main. The resolution provides for a cash settlement of EUR 14.33 per share to the remaining minority shareholders. The squeeze-out becomes effective with the entry of the resolution in the commercial register. Salzgitter Mannesmann GmbH, a Group company of Salzgitter AG, will then take over the remaining shares of Klöckner-Werke AG.

Salzgitter has had a majority holding in Klöckner-Werke AG since 2007. Roland Flach, Chairman of the Management Board of Klöckner-Werke AG, welcomes the forthcoming 100% participation of the parent company.

'This complete takeover is a very positive signal, especially for our customers and employees. It makes it clear that Salzgitter AG is standing firm in its commitment to Klöckner-Werke AG in the long term. Klöckner is included in Salzgitter's company concept and is not just a financial shareholding.'

Mr Flach also emphasised: 'The cash settlement to the remaining minority shareholders of EUR 14.33 is far above the enterprise value determined by experts, which amounts to EUR 8,61 according to the actual expertise.'

In his speech at the Annual General Meeting, Roland Flach also referred to an extremely difficult 2009, which ended with a consolidated loss of EUR 200 million before tax. He also gave an outlook for the beginning of the business recovery. Incoming orders increased by 48.7% in the first half of 2010 as compared to the weak prior-year figures. However, EBIT can only recovery slowly due to the price pressure on the market. After positive EBIT in the second quarter, EBIT came to EUR -9.8 million for the first half overall.

'We are experiencing a development for the better. However, the volatile markets require that we react flexibly to strong fluctuations. We have not yet reached the level of the strong pre-crisis years', commented Chairman of the Management Board Roland Flach on the business situation in the first half of 2010.

All agenda points approved

The Annual General Meeting also approved all other agenda points, which included Supervisory Board elections, creating new authorised capital and amending the Articles of Association in line with ARUG (Gesetz zur Umsetzung der Aktionärsrechterichtlinie - Act Implementing the Shareholder Rights Directive).

About Klöckner-Werke AG
(ISIN : DE0006780000/SCN: 678000, ISIN: DE000A0WMQY3/SCN : A0WMQY)

Klöckner-Werke AG is a Group holding company whose subsidiaries operate globally in mechanical engineering and plant construction. In the 2009 financial year, the Group employed a workforce of approximately 6,000 and achieved sales of EUR 754 million.

The main focus of our business operations is on KHS GmbH, Dortmund. For many years now, the company has been established as a world leader in the provision of filling and packaging systems for both the beverages industry and the food and non-food industry. Other Klöckner Group companies produce machines and plants for plastic processing and shoe manufacture.

Klöckner-Werke AG has been listed since 1953. Due to the squeeze-out of the minority shareholders, the admission of the shares of Klöckner-Werke AG to the Regulated Market of the Frankfurt Stock Exchange and to the exchanges of Berlin-Bremen, Düsseldorf, Hamburg, Stuttgart, Munich and Hanover will end after the squeeze-out resolution has been entered in the commercial register.


Information for editorial offices:
The speech by Chairman of the Management Board Roland Flach to the Annual
General Meeting can be found on the Internet at www.kloecknerwerke.de
(Investor Relations/Annual General Meeting).

Contact for further queries:
Klöckner-Werke AG
Maren Moisl
Media/Investor Relations
Phone: + 49 (0) 69 90026-165
Fax: + 49 (0) 69 90026-555
kommunikation@kloecknerwerke.de
www.kloecknerwerke.de

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