DGAP-Adhoc

KUKA Aktiengesellschaft: Tender Offer of KUKA Aktiengesellschaft relating to all outstanding shares of Swisslog Holding AG and Capital Increase from Authorized Capital

KUKA Aktiengesellschaft / Key word(s): Offer/Capital Increase

25.09.2014 20:03

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

---------------------------------------------------------------------------

KUKA Aktiengesellschaft
Zugspitzstrasse 140, 86165 Augsburg

- ISIN DE0006204407-


Listed on the following German stock exchanges:
Frankfurt am Main and Munich

Market segment: Prime Standard

Ad hoc disclosure in accordance with section 15 of the WpHG
(Wertpapierhandelsgesetz - German Securities Trading Act)



Tender Offer of KUKA Aktiengesellschaft relating to all outstanding shares
of Swisslog Holding AG and Capital Increase from Authorized Capital

Today, KUKA Aktiengesellschaft simultaneously signed a Transaction
Agreement with Swisslog Holding AG (with its seat in Buchs (AG),
Switzerland) and published the pre-announcement of a public tender offer
vis-à-vis the shareholders of Swisslog Holding AG. According to the tender
offer, KUKA Aktiengesellschaft offers to the shareholders of Swisslog
Holding AG to acquire the shares at a price of CHF 1.35 per registered
share with a par-value of CHF 0.01 per share (ISIN CH0012324627, the
"Swisslog Share(s)". The number of shares issued by Swisslog Holding AG
amount to 251,276,984.

The signing of the Transaction Agreement and the publication of the
pre-announcement were approved beforehand by resolutions of the Supervisory
Board of KUKA Aktiengesellschaft (in which the consent was given to the
Executive Board's decision to the tender offer) and the Board of Directors
of Swisslog Holding AG.

The terms of conditions of the tender offer will be outlined in the offer
prospectus still be to be published, in particular, the tender offer will
contain the condition that a minimum of 66 2/3 % of all Swisslog-Shares
have been tendered at the end of the offer period.

The publication of the offer prospectus is scheduled for 6 October 2014.
Once the cooling-off period of 10 trading days stated under the Swiss
Takeover Ordinance has expired, the offer will presumably be open from 21
October 2014 until 17 November 2014, 04.00 pm CET (the "Offer Period").
KUKA Aktiengesellschaft reserves the right to extent this Offer Period.

The offer prospectus and further documents relating to the tender offer
will be published on the homepage of KUKA Aktiengesellschaft under
http://www.kuka-ag.de/en/investor_relations/tender_offer_swisslog. In
addition, the pre-announcement and all other documents relating to the