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DGAP-News: Acquisition completed: VTG Aktiengesellschaft takes over AAE - Ahaus Alstätter Eisenbahn Holding AG

VTG Aktiengesellschaft / Key word(s): Mergers & Acquisitions

06.01.2015 / 16:50

Press Release

Acquisition completed: VTG Aktiengesellschaft takes over AAE - Ahaus Alstätter Eisenbahn Holding AG

- All anti-trust approvals obtained

- Merger registered today

- VTG fleet increases from over 50,000 to more than 80,000 wagons

- Stronger position as the largest private wagon hire company in Europe

- Broader shareholder structure following capital increase

- Additional Board Member for financial issues

Hamburg, January 6, 2015. VTG Aktiengesellschaft (WKN: VTG999), one of the leading wagon hire and logistics companies in Europe, has successfully acquired the wagon hire company Ahaus Alstätter Eisenbahn Holding AG (AAE). Following the approval of all anti-trust authorities concerned - Germany, Austria, Poland and Russia - the merger has been finalized and came into full effect in Hamburg today. VTG has acquired all AAE shares and expanded its fleet from more than 50,000 to over 80,000 wagons.

"I am delighted that we have been able to take this step just three months after the merger agreement was drawn up. I am now more convinced than ever about the tremendous opportunities offered by this merger", said Dr. Heiko Fischer, CEO of VTG Aktiengesellschaft, and added: "VTG and AAE complement each other perfectly. We will now unite VTG and AAE's employees and business activities to offer our customers a new and expanded range of services."

Both companies released information about the proposed merger on September 29, 2014. In its capacity as a wagon hiring company, AAE is a leading provider in the field of combined transport. Experts anticipate that this market will double in size by 2030. VTG has expanded its fleet to a total of more than 80,000 wagons: around 30,000 AAE wagons will be added to the existing VTG fleet of over 50,000. Shipping, railway and rail logistics companies will now be able to benefit from a full range of VTG wagon types, comprising tank wagons, intermodal wagons, standard freight wagons and sliding wall wagons, with a comprehensive spectrum of corresponding services. The average age of the AAE wagons is around 15 years which is significantly lower than the 23-year average of the VTG fleet. The age profile of the entire fleet therefore decreases to an average of 20 years.

As previously announced in September 2014, pursuant to the transaction, VTG Aktiengesellschaft has issued approximately 7.4 million new shares. This thereby increases the company's capital to EUR 28.8 million, representing a 34 percent increase. The seller, Andreas Goer, will acquire these shares as part of the agreed contractual consideration and, in doing so, will become the second largest individual VTG shareholder after Compagnie Européenne de Wagons S.à r.l. which is managed by Wilbur Ross.

The considerably larger fleet and a current balance sheet total of around EUR 3 billion poses higher demands for balanced and efficient external financing. VTG, therefore, intends to expand its Executive Board by welcoming financial expert Mark Stevenson. A corresponding resolution from the Supervisory Board is expected in January 2015. Mr. Stevenson has been a member of the AAE Executive Board for finance (CFO) since 1994 and has made a decisive contribution to growing the company. In addition, he assumed the position of Chief Executive Officer (CEO) for the first time in 2006, and again in 2014.

"We are very pleased to welcome such a qualified and experienced financial expert with a great deal of specific knowledge about AAE's history to the VTG Executive Board. Mark Stevenson will work alongside Dr. Kai Kleeberg to ensure that the financial structures of both companies grow closer together and that the integration progresses smoothly", explained Dr. Heiko Fischer.

About VTG:

VTG Aktiengesellschaft is one of Europe's leading wagon hire and rail logistics companies, with a fleet consisting of more than 80,000 railcars. VTG offers a full-range service, providing tank cars, intermodal wagons, standard freight wagons and sliding wall wagons. In addition to the hiring of wagons, the Group offers comprehensive multi-modal logistics services, mainly around rail transport, and global tank container transports.

With the combination of its three interlinked divisions Railcar, Rail Logistics and Tank Container Logistics, VTG offers its customers a high-performance platform for international transport of their freight. The Group has many years of experience and specific expertise, in particular in the transport of liquid and sensitive goods. Its customers include numerous well-known companies from almost every industrial sector, for example the chemical, petroleum, automotive, paper and agricultural industries.

Press contact: Investor Relations contact:

Monika Gabler Christoph Marx

Head of Corporate Communications Head of Investor Relations

Telephone: +49 (0) 40 23 54-1341 Telephone: +49 (0) 40 23 54-1351

Fax: +49 (0) 40 23 54-1340 Fax: +49 (0) 40 23 54-1350

E-mail: E-mail:

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