Continental rejects takeover offer by the Schaeffler Group

ERJ staff report (DS)

Hanover, Germany -- Yesterday, Continental AG was informed by the Schaeffler Group about their decision to make a takeover offer for the company for €69.37 per share in cash. The Executive Board of Continental rejects the offer.

Conti said in a statement that, "the offer is highly opportunistic, does not come close to the true value of Continental, does not create trust and lacks a convincing strategic rationale."

Continental said it always welcomes long term investors and has addressed the approach from the Schaeffler Group in an open and constructive way. The Executive Board of Continental was therefore also willing to support a financial investment of 20 percent in the company. However, the Schaeffler Group insisted on a controlling stake of more than 30 percent.

Schaeffler is a family-owned business, which makes bearings and other components unde the INA, FAG and other brand names. The group employs 66 000 and reported sales of about Euro 8900 million in 2007.

In a statement, Schaeffler said, "Schaeffler Group, Herzogenaurach, is seeking to acquire a strategic shareholding of more than 30 percent in Continental AG, Hanover, but not necessarily a majority stake."

Conti said, "The public statements, that the Schaeffler Group only aims to achieve a minority position and intends to leave the sound structure of Continental unchanged, are doubtful in light of the recent talks. The Executive Board of Continental therefore views the approach of the Schaeffler group as not in the interest of the company and its shareholders."

Dr. Jürgen Geißinger, President and CEO of Schaeffler Group. said, “The focus is on combining the strengths of the two companies. Schaeffler Group is an independent family-owned company, which, as a major shareholder with a long-term outlook, offers Continental AG the stability and security it needs to continue on its course in a difficult market environment. Schaeffler expressly supports the strategy of Continental including its tire business.”

Schaeffler added, "Schaeffler will not break up Continental AG. The company will continue to be listed on the stock exchange and, if possible, remain in the DAX index. Continental will remain an independent company headquartered in Hanover. No jobs will be lost in conjunction with the transaction."

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Press release from Continental

Press release from Schaeffler Group

Schaeffler confirms €11.2bn Continental bid Financial Times (UK / Germany)

Continental Gets EU11.2 Billion Bid From Schaeffler Bloomberg (Germany)

How to Buy a German Auto Company Before Anyone Notices Deal Journal blog from Wall Street Journal (US / Germany)