SAF-HOLLAND SE completes transfer of its registered office to Germany
SAF-HOLLAND SE completes transfer of its registered office to Germany
- New domicile: Bessenbach
- Conversion to a dualistic board system completed
- Conversion from nominal value shares to no-par value shares
- First threshold triggering a mandatory notification of voting rights now set at 3 per cent
- New ISIN DE000SAFH001 with high recognition
Bessenbach, July 1, 2020. With today's entry into the commercial register of the local court of Aschaffenburg, SAF-HOLLAND SE completed the transfer of its registered office from Luxembourg to Bessenbach with legal effect. As a result, the revised version of the articles of association passed by resolution of the extraordinary general meeting of May 20, 2020 also come into force. According to the revised version of the articles of association, the organizational structure of the Company is based on the dualistic board system comprising the Management Board as the management body and the Supervisory Board as the supervisory body, along with the Annual General Meeting. In addition, due to the revised version of the articles of association, the shares of SAF-HOLLAND SE were converted from nominal value shares to no-par value shares.
The Management Board of SAF-HOLLAND SE will initially consist of Alexander Geis (Chairman of the Management Board and provisional CFO) and Dr. André Philipp (Member of the Management Board and Chief Operating Officer). Inka Koljonen will take over the position of the Chief Financial Officer on September 1, 2020. The Supervisory Board of SAF-HOLLAND SE comprises the former members of the Board of Directors, Ingrid Jägering, Dr. Martin Kleinschmitt, Martina Merz and Carsten Reinhardt. The Deputy Chairman of the Management Board of Webasto SE, Matthias Arleth, has been appointed to the Supervisory Board as a new appointee. The members of the Supervisory Board are elected for four years.
"By transferring our registered office to Germany we have reached another important milestone in the corporate development of SAF-HOLLAND SE," says Alexander Geis, Chairman of the Board of SAF-HOLLAND SE. "Thereafter we will concentrate on simplifying the legal structure of the Group."
As a result of the resolved capital increase from Company funds, the Company's share capital now amounts to EUR 45,394,302.00 and is divided into 45,394,302 no-par value shares. The articles of association authorize the Management Board, with the approval of the Supervisory Board, to increase the share capital by a total of up to 50 per cent until May 2025. New shares must generally be offered to the shareholders of the Company for subscription. However, the Management Board is under certain circumstances authorized, with the approval from the Supervisory Board, to exclude the subscription rights of the shareholders.
The shares of SAF-HOLLAND SE will continue to be traded solely on the Frankfurt Stock Exchange. They will be listed under the ISIN DE000SAFH001 and WKN SAFH00. The first threshold triggering a mandatory notification of voting rights has been set at 3 per cent for the future.
About SAF-HOLLAND
SAF-HOLLAND SE, located in Bessenbach, is the largest independent listed commercial vehicle supplier in Europe and primarily supplies the trailer markets. With sales of around EUR 1,284 million in 2019, the Company is one of the leading international manufacturers of chassis-related assemblies and components, primarily for trailers but also for trucks and buses. In addition to axle and suspension systems, the product range includes fifth wheels, coupling systems, kingpins and landing legs, which are sold under the SAF, Holland, Neway, KLL, V.Orlandi and York brands. SAF-HOLLAND supplies original equipment manufacturers (OEM) on six continents. In the Aftermarket business, the Group supplies replacement parts to manufacturers' service networks (OES) and, with the help of distribution centers, to end customers and service centers via an extensive global sales network. SAF-HOLLAND has a broad international base and is present in almost all markets worldwide. With the innovation offensive "SMART STEEL - ENGINEER BUILD CONNECT", SAF-HOLLAND combines mechanics with sensors and electronics and is driving forward the digital networking of commercial vehicles and logistics chains. Around 3,500 committed employees worldwide are already working on the future of the transport industry today.
Contact
Michael Schickling
Director Investor Relations and Corporate Communications
Tel: +49 (0) 6095 301 617
michael.schickling@safholland.de
Future-oriented statements
This press release contains certain future-oriented statements that are based on current assumptions and forecasts made by the management of SAF-HOLLAND SE. Various known and unknown risks, uncertainties and other factors may lead to the actual results, financial position, development or performance of the company deviating considerably from the appraisals specified here. The company assumes no obligation to update future-oriented statements of this nature or adapt them to future events or developments.
Note
This announcement is for information purposes only and does neither constitute an offer to sell, purchase, exchange or transfer any securities nor a solicitation of any offer to sell, purchase, exchange or transfer any securities. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act. SAF-HOLLAND SE does not intend to register any securities referred to herein under the Securities Act or with any securities regulatory authority of any state or other jurisdiction in the United States in connection with this announcement.