Ad-hoc | 16 July 2001 08:11
Allianz AG
english
Ad hoc announcement transmitted by DGAP.
The issuer is solely responsible for the content of this announcement.
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Takeover Bid by Allianz an overwhelming Success
Allianz secures future majority in Dresdner Bank with more than 95 percent –
acceptance of the offer exceeds 92 percent
The vast majority of Dresdner Bank shareholders accepted the takeover bid by
Allianz. They tendered more than 92 percent of the free floated shares under the
takeover bid by Allianz.
Taking into account the previous shareholding in Dresdner Bank and the forward
purchases made prior to the start of the offer period the majority holding of
Allianz in Dresdner Bank will in future exceed 95 percent. The figures given are
based on the preliminary result provided by the supporting banks. The final
result will be published by July 20, 2001. The settlement of the transaction
will be completed on July 23, 2001.
These assessments are, as always, subject to the disclaimer provided below.
end of ad hoc announcement (c) DGAP 16.07.2001
Issuer’s information/explanatory remarks concerning this ad hoc announcement:
Cautionary Note Regarding Forward-Looking Statements
Certain of the statements contained herein may be statements of future
expectations and other forward-looking statements that are based on management’s
current views and assumptions and involve known and unknown risks and
uncertainties that could cause actual results, performance or events to differ
materially from those expressed or implied in such statements. In addition to
statements which are forward-looking by reason of context, the words “may, will,
should, expects, plans, intends, anticipates, believes, estimates, predicts,
potential, or continue” and similar expressions identify forward-looking
statements. Actual results, performance or events may differ materially from
those in such statements due to, without limitation, (i) general economic
conditions, including in particular economic conditions in the Allianz Group’s
core business and core markets, (ii) performance of financial markets, including
emerging markets, (iii) the frequency and severity of insured loss events, (iv)
mortality and morbidity levels and trends, (v) persistency levels, (vi)
interest rate levels, (vii) currency exchange rates including the Euro – U.S.
dollar exchange rate, (viii) changing levels of competition, (ix) changes in
laws and regulations, including monetary convergence and the European Monetary
Union, (x) changes in the policies of central banks and/or foreign governments,
(xi) the impact of our pending acquisition of Dresdner Bank, including related
integration issues, and (xii) general competitive factors, in each case on a
local, regional, national and / or global basis.
The matters discussed in this release may also involve risks and uncertainties
described from time to time in Allianz AG’s filings with the U.S. Securities and
Exchange Commission. Allianz AG assumes no obligation to update any forward-
looking information contained in this release.
The Offers are not being made in or into, and they may not be accepted in or
from the United States, Canada, Australia or Japan. Accordingly, the Offers do
not extend to the American Depositary Shares of Dresdner Bank Shares. Copies of
this document and any related materials arenot being and should not be mailed or
otherwise distributed or sent in or into the United States, Canada, Australia
or Japan. The Allianz Shares offered hereby, as well as the Dresdner Bank Shares
tendered into the Allianz Tender Offer that are traded on the Frankfurt Stock
Exchange in packages of 10 (ten) Dresdner Bank Shares or Allianz Claims, have
not been and will not be registered under the U.S. Securities Act, nor under the
laws of any state of the United States, and may not be offered, sold, resold or
delivered, directly or indirectly, in or into the United States except pursuant
to an exemption from the registration requirements of the U.S. Securities Act.
This Document does not constitute an offer to sell or the solicitation of an
offer to buy Allianz Shares, Dresdner Bank Shares tendered into the Allianz
Tender Offer that are traded on the Frankfurt Stock Exchange in packages of 10
(ten) Dresdner Bank Shares or Allianz Claims in the United States, Canada,
Australia or Japan or in any other jurisdiction in which such an offer or
solicitation is unlawful. Persons wishing to accept the Offers must not use the
United States, Canadian, Australian or Japanese mails or any means or
instrumentality (including, without limitation, facsimile transmission, telex or
telephone) of interstate or foreign commerce of or any facilities of a national
securities exchange of the United States, Canada, Australia or Japan for any
purpose directly or indirectly related to the acceptance of the Offers.
Acceptances or other documents in respect of the Offers should not be postmarked
in the United States, Canada, Australia or Japan or otherwise dispatched from
the United States, Canada, Australia or Japan. All accepting shareholders must
provide addresses outside the United States, Canada, Australia or Japan for the
receipt of Allianz Shares and the cash consideration, or for the return of any
documents.
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WKN: 840400; Index: DAX-30; EURO STOXX 50
Listed: Amtlicher Handel in Berlin, Bremen, Düsseldorf, Frankfurt, Hamburg,
Hannover, München, Stuttgart; EUREX; Swiss Exchange, London, Paris, NYSE
160811 Jul 01