Continental AG boards reject Schaeffler Group bid

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Continental AG's supervisory and executive boards have announced that after intensive deliberation, the takeover offer by Schaeffler Group "does not value the company adequately and fails to reflect the best interest of the company.

"In particular, it does not take tax disadvantages and increased re-financing costs triggered by such a bid into account," the company says. "All members of both boards have declined the offer in its current parameters and fully support the continued legal examination by relevant financial supervisory authorities."

In an earlier report (see "Continental rejects takeover offer," July 16, 2008), Continental officials said it had rejected a takeover offer from the Schaeffler Group, a German ball bearing manufacturer, because the firm's offer "does not come close to the true value of Continental."

They also called the offer "opportunistic" and lacking "a convincing strategic rationale."

Continental's boards "will continue to act in the best interest of the company and all of its stakeholders also in this manner," the company reports.

Both boards, the company says, "are of the opinion that an agreement with Schaeffler Group is desirable.

"In the case that Schaeffler Group shows willingness to negotiate about either an adequate premium for Continental shareholders or the willingness to limit their targeted stake to an acceptable level for Continental, the supervisory board has given the executive board its consent to enter into direct negotiations with Schaeffler Group.

"The executive board and supervisory board of Continental will after further specification of the intention of the bidder and after publication of the offer document take into consideration with due care the interests of the company, its shareholders, employees and business partners and will opine on the offer in the context of the legally required response according to Section 27 of the German Securities Acquisition and Takeover Act."

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