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    DGAP-Adhoc  799  0 Kommentare DATA MODUL AG: Public Takeover - Seite 2


    family and Varitronix Investment Limited pursuant to which such
    shareholders sell their shares, in aggregate corresponding to 34.22 % of
    the nominal share capital of Data Modul AG, for a purchase price of EUR
    27.50 per share to Arrow CEHM (the "SPA"). As stated by Arrow CEHM, the
    closing of the SPA is in particular subject to the conditions precedent of
    anti-trust clearance of the transaction by the competent authorities and
    achievement by Arrow CEHM of a participation corresponding to at least 75 %
    of the nominal share capital of Data Modul AG upon completion of the public
    takeover offer and the SPA.

    In addition, Arrow CEHM has informed the company that further shareholders
    of the company have irrevocably committed themselves to tender their
    shares, in aggregate corresponding to 3.14 % of the nominal share capital
    of Data Modul AG, into the announced public takeover offer.

    By means of the SPA and these irrevocable tender commitments, Arrow, Inc.
    and Arrow CEHM already today have secured the acquisition of in aggregate
    37.36 % of the nominal share capital of the company. Taking into account
    the fact that the company holds 132,182 treasury shares, this currently
    corresponds to 38.82 % of the voting rights in the company.

    According to the Business Combination Agreement, also the consummation of
    the intended takeover offer is in particular subject to the conditions
    precedent of anti-trust clearance of the transaction by the competent
    authorities and achievement by Arrow CEHM of a participation corresponding
    to at least 75 % of the nominal share capital of Data Modul AG upon
    completion of the public takeover offer and the SPA.

    The management board and the supervisory board of Data Modul AG, based on
    the information known to them at the time of this publication, support the
    intended transaction. In particular, the management board and supervisory
    board of Data Modul AG are of the opinion that the announced offer price of
    EUR 27.50 per share is fair, appropriate and attractive. Accordingly, the
    management board has announced in the Business Combination Agreement to
    support the takeover offer of Arrow CEHM, subject to its duties and
    responsibilities according to German law, in particular its fiduciary
    duties, duties of loyalty and duties of care and other requirements under
    German takeover law, and subject to a re-assessment of the takeover offer
    upon publication of the offer document.

    Munich, this 28 January 2015
    The Management Board of Data Modul AG


    28.01.2015 The DGAP Distribution Services include Regulatory Announcements,
    Financial/Corporate News and Press Releases.
    Media archive at www.dgap-medientreff.de and www.dgap.de

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    Language: English
    Company: DATA MODUL AG
    Landsberger Straße 322
    80687 München
    Germany
    Phone: +49 (0)89 56017-105
    Fax: +49 (0)89 56017-102
    E-mail: barbara.lederer@data-modul.com
    Internet: www.data-modul.com
    ISIN: DE0005498901
    WKN: 549890
    Listed: Regulierter Markt in Frankfurt (Prime Standard), München;
    Freiverkehr in Berlin, Düsseldorf, Hamburg, Stuttgart

    End of Announcement DGAP News-Service

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    DGAP-Adhoc DATA MODUL AG: Public Takeover - Seite 2 DATA MODUL AG / Key word(s): Offer 28.01.2015 10:06 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. …

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