Press Release

2016-Sep-19

ZF makes public the supplement to the offer document regarding ZF’s recommended public cash offer to the shareholders of Haldex

This press release is not and must not, directly or indirectly, be distributed or made public in or into Australia, Canada, Hong Kong, Japan, New Zealand or South Africa. The offer is not being made to, nor will any tender of shares be accepted from, holders in such jurisdictions or elsewhere where their participation requires further documentation, filings or other measures in addition to those required by Swedish law. This is a translation of the original Swedish language press release. In the event of a dispute, the original Swedish wording shall prevail.

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ZF makes public the supplement to the offer document regarding ZF’s recommended public cash offer to the shareholders of Haldex

Friedrichshafen / Stockholm – ZF Friedrichshafen AG, through its wholly-owned subsidiary ZF International B.V. (“ZF”), announced on 4 August 2016 a recommended public cash offer (the “Offer”) to the shareholders of Haldex Aktiebolag (publ) (“Haldex”) to tender all their shares to ZF for SEK 100 in cash per share, which has been increased to SEK 120 in cash per share (see below). On 19 August 2016 ZF published an offer document regarding the Offer.

ZF has today made public a supplement to the offer document following the press releases from (i) ZF that were announced on 14 and 16 September 2016 regarding the first increase in the Offer price to SEK 110 in cash per share and a decreased required level of acceptance to more than 50 percent of the total number of shares in Haldex (on a fully diluted basis), receipt of regulatory approvals and the second increase in the Offer price to SEK 120 in cash per share, and (ii) the Board of Directors of Haldex that was announced on 19 September 2016, in which the Board of Directors unanimously recommends the shareholders of Haldex to accept the increased Offer by ZF.

The supplement will be available at www.zf.com and www.handelsbanken.se/investeringserbjudande .

The supplement should be read in conjunction with the offer document of 19 August 2016. In accordance with Swedish law, shareholders who have accepted the Offer have the right to withdraw from the acceptance within five working days of the announcement of the supplement, i.e. up to and including 26 September 2016. In all other respects, the right to withdraw from the acceptance applies pursuant to the offer document.

Shareholders who have already accepted the Offer from ZF before the announcement of the supplement do not need to submit a new acceptance form to receive the increased consideration per share.

For the other terms and conditions of the Offer please refer to the offer document.

For additional information please contact:

ZF Friedrichshafen contact for media and investors
Thomas Wenzel
Graf-von-Soden-Platz 1
88046 Friedrichshafen
GERMANY
Phone: +49 7541 772543
Mobile: +49 151 167 164 45
Email: thomas.wenzel@zf.com
www.zf.com

Contact for Swedish media and investors
Fogel & Partners
Anders Fogel
Mobile: +46 722 044 750
Email: anders.fogel@fogelpartners.se

Contact for German media and additional contact for investors
CNC - Communications & Network Consulting
Knut Engelmann

MEDIA