Ad-hoc | 25 March 2002 06:29

Asclepion-Meditec AG english

Merger of the Ophthalmic Activities of Carl Zeiss and Asclepion Ad-hoc-announcement transmitted by DGAP. The issuer is solely responsible for the content of this announcement. ——————————————————————————– —Further Hurdle Crossed in the Merging of the Ophthalmic Activities of Carl Zeiss and Asclepion-Meditec AG ; Partners Agree on Valuation Ratio of 76%:24%— Asclepion-Meditec AG (securities ld. no.: 531 370), Jena, and Carl Zeiss, Oberkochen, have crossed a further hurdle in the merging of their activities to create the world leader in the field of ophthalmic systems. After due diligence, the two partners agreed on the valuation ratio between the companies to be merged. Carl Zeiss is to receive a 76%, and Asclepion-Meditec AG a 24% share in the emerging stock corporation. The next milestone in the merging of the Carl Zeiss Ophthalmology Division, including the Californian company Carl Zeiss Ophthalmic Systems, Inc., with Asclepion-Meditec AG will be Asclepion’s general meeting to be held in May of this year, where the shareholders will be requested to vote on the intended merger. The Federal Antitrust Commission in Germany has already given its consent to the merger. In addition, issues concerning company and tax law still have to be settled before the merger comes into effect. In accordance with the Agreement in Principle, therefore, both partners will still have the possibility of making use of their right to withdraw from the agreement. Asclepion and Carl Zeiss announced their intended merger in November of last year. In view of attractive growth rates in the global ophthalmic market, the activities of the two partners will ideally complement each other. In the growth market of laser vision correction Asclepion is Europe’s largest system supplier. Carl Zeiss is the world’s leading brand in the field of ophthalmic diagnostic systems. This will enable the new corporation to offer a complete spectrum of ophthalmic products for diagnosis, therapy and follow-up treatment. With an estimated total sales figure of roughly EUR 260 million in the 2001 fiscal year (ended September 30) and approximately 880 employees the new corporation will become the world leader in the field of ophthalmic systems. The merger will open up broad market synergies for accelerated corporate growth. Contact: Jens Brajer, Asclepion-Meditec Investor Relations, Tel.: +49 (3641) 220-105, Fax: +49 (3641) 220-102, E-Mail: jb@asclepion.com end of ad-hoc-announcement (c)DGAP 25.03.2002 ——————————————————————————– WKN: 531 370; ISIN: DE0005313704; Index: Listed: Neuer Markt in Frankfurt; Freiverkehr in Berlin, Bremen, Düsseldorf, Hamburg, Hannover, München, Stuttgart 250629 Mär 02