Information about the squeeze-out under stock corporation law
Upon entry of the transfer resolution in the commercial register, all shares held by minority shareholders of AUDI AG were transferred by operation of law to Volkswagen AG. The listing of AUDI AG shares has been discontinued.
- Ad Hoc Announcements | Ingolstadt, 11/16/2020 | Entry of the transfer resolution in the commercial register
- Ad Hoc Announcements | Ingolstadt, 06/16/2020 | Volkswagen AG sets cash settlement for the transfer of the shares of the minority shareholders of AUDI AG at EUR 1,551.53
- Ad Hoc Announcements | Ingolstadt, 02/28/2020 | Volkswagen AG submits request for transfer of the shares of the minority shareholders of AUDI AG (squeeze out under stock corporation law)
- Corporate News | Ingolstadt, 02/28/2020 | Volkswagen AG plans to take over all Audi shares and to place Audi at the head of Volkswagen Group development
Q&As on the squeeze-out under stock corporation law
In a squeeze-out under stock corporation law, all of the shares of a stock corporation are transferred to a significant shareholder (the majority shareholder). This requires that a shareholder holding at least 95% of the share capital of a stock corporation demands the transfer of the shares of the other shareholders (minority shareholders) to the majority shareholders. The majority shareholder must pay adequate cash compensation to the minority shareholders as consideration. For you, as a minority shareholder in AUDI AG, this means that your share(s) will be transferred to Volkswagen AG and, in return, you will receive appropriate cash compensation from Volkswagen AG (see below for the determination and specification of the cash compensation).
Volkswagen AG already held around 99.64% of the share capital of AUDI AG. This meant it had the shareholding required by law to conduct a squeeze-out. By way of a request for transfer dated February 28, 2020, Volkswagen AG had informed AUDI AG that it was demanding the transfer of the remaining shares, corresponding to around 0.36% of the share capital. On July 31, 2020, the Annual General Meeting of AUDI AG had passed the resolution to transfer the shares of the minority shareholders to the majority shareholder Volkswagen AG in return for payment of an appropriate cash settlement.
The squeeze-out was resolved by the Annual General Meeting of AUDI AG on July 31, 2020. This resolution was entered in the Commercial Register of the Local Court of Ingolstadt on November 16, 2020. The squeeze-out has been effective since that date.
With the coming into effect of the squeeze-out on November 16, 2020, all shares of AUDI AG were transferred to Volkswagen AG. Volkswagen AG has therefore been the sole shareholder of AUDI AG since November 16, 2020.
In return for the transfer of the shares, Volkswagen AG will pay the minority shareholders a settlement in the amount of EUR 1,551.53 per no-par bearer share. Minority shareholders whose shares are held in a securities account at a financial institution need take no action to receive the cash settlement. The settlement amount corresponding to the number of shares held will be credited to their securities account and in exchange the shares of AUDI AG will be removed from the account. Minority shareholders who hold their shares in physical form will need to hand in their share certificates at a German branch of UniCredit Bank AG or at another financial institution for forwarding to UniCredit Bank AG in order to receive the cash settlement. Volkswagen AG will announce further details about this process shortly.
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