DGAP-Adhoc: SLM Solutions Group AG and GE Germany Holdings AG agree on business combination; GE Germany Holdings AG announces voluntary public takeover offer for all shares of SLM Solutions Group AG


SLM Solutions Group AG  / Key word(s): Letter of Intent/Merger

06.09.2016 08:05

Disclosure of an inside information according to Article 17 MAR,
transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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SLM Solutions Group AG

Roggenhorster Str. 9c, 23556 Lübeck, Germany

ISIN DE000A111338

Listed on the following German stock exchanges: Frankfurt Stock exchange

Market segment: Regulated Market (Prime Standard)

Ad hoc disclosure in accordance with Article 17 Market Abuse Regulation

SLM Solutions Group AG and GE Germany Holdings AG agree on business
combination; GE Germany Holdings AG announces voluntary public takeover
offer for all shares of SLM Solutions Group AG

Lübeck, September 6, 2016

Today, SLM Solutions Group AG ("SLM Solutions") and GE Germany Holdings AG,
an indirect 100% subsidiary of GE Aviation and part of the General Electric
Group ("Bidder"), entered into a so called Business Combination Agreement
("BCA") by which the Bidder undertook to, inter alia, launch a voluntary
public takeover offer for all outstanding SLM Solutions shares. The Bidder
intends to offer a cash consideration of EUR 38.00 per SLM Solutions share.
This represents a premium of approximately 36.7% to the current share price
(closing price of XETRA trading system on September 5, 2016).

In the BCA, SLM Solutions and the Bidder further agreed on the major
cornerstones of the transaction and their mutual understanding of SLM
Solutions' future development in case the takeover offer is successfully
completed. SLM Solutions and the Bidder believe that the intended
cooperation and business combination between the two companies represent an
excellent opportunity for customers, employees and shareholders of both
companies alike. General Electric assured to support SLM Solutions' further
development on a long-term basis and to preserve and expand the existing
sites of the company, including the size of the workforce. Furthermore,
General Electric would welcome if the SLM Solutions' Executive Board
Members will continue their office in the company.

The Bidder also informed the company that it executed today share purchase
agreements with significant shareholders of the company which will enable
the Bidder to acquire a total of 5,655,369 shares in the company
(representing 31.5% of all SLM Solutions shares) in case the takeover offer
is successfully completed.


Following receipt of the offer document, which is to be published by the
Bidder, SLM Solutions' Executive Board and Supervisory Board will issue a
reasoned opinion in accordance with their statutory duties and provide
further details on the contents of the BCA. Subject to the evaluation of
the offer document, the Executive Board and Supervisory Board currently
intend to support the envisaged takeover offer. The reasoned opinion will
be published on SLM Solutions' website under www.slm-solutions.com/
investor-relations.

SLM Solutions Group AG

The Executive Board

About the company:

Lübeck-based SLM Solutions Group AG is a leading provider of metal-based
additive manufacturing technology. The company's shares are traded in the
Prime Standard of the Frankfurt Stock Exchange. The stock has been listed
in the TecDAX index since March 21, 2016. SLM Solutions focuses on the
development, assembly and sale of machines and integrated system solutions
in the field of selective laser melting. SLM Solutions currently employs
over 310 members of staff in Germany, the USA, Singapore, Russia and China.
The products are utilised worldwide by customers in particular from the
aerospace, energy, healthcare and automotive industries.

Contact:
Maximilian Breuer, cometis AG
Unter den Eichen 7, 65195 Wiesbaden
Telephone: +49 (0) 611-205855-22
Email: breuer@cometis.de


06.09.2016 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de

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Language:     English
Company:      SLM Solutions Group AG
              Roggenhorster Strasse 9c
              23556 Lübeck
              Germany
Phone:        
Fax:          
E-mail:       
Internet:     www.slm-solutions.com
ISIN:         DE000A111338
WKN:          A11133
Indices:      TecDAX
Listed:       Regulated Market in Frankfurt (Prime Standard); Regulated
              Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover,
              Munich, Stuttgart, Tradegate Exchange
 
End of Announcement                             DGAP News-Service
 
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