DGAP-Adhoc

SINNERSCHRADER AG AND ACCENTURE AGREE ON BUSINESS COMBINATION; ACCENTURE ANNOUNCES VOLUNTARY PUBLIC TAKEOVER OFFER FOR ALL SHARES OF SINNERSCHRADER AG

DGAP-Ad-hoc: SinnerSchrader AG / Key word(s): Offer SINNERSCHRADER AG AND ACCENTURE AGREE ON BUSINESS COMBINATION; ACCENTURE ANNOUNCES VOLUNTARY PUBLIC TAKEOVER OFFER FOR ALL SHARES OF SINNERSCHRADER AG 20-Feb-2017 / 07:34 CET/CEST Disclosure of an inside information acc. to Article 17 MAR, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. Today, SinnerSchrader Aktiengesellschaft ("SinnerSchrader"), based on respective resolutions by its Supervicory Board and its Management Board, has entered into a Business Combination Agreement ("BCA") with Accenture Digital Holdings GmbH, a 100% subsidiary of Accenture Holding GmbH & Co. KG and part of the Accenture-Group ("Accenture"). By this agreement, Accenture undertook to, inter alia, launch a voluntary public takeover offer for all outstanding SinnerSchrader-shares. Accenture intends to offer a cash consideration of EUR 9.00 per SinnerSchrader-share. This represents a premium of approximately 31 per cent to the 3-month volume-weighted average share price as of the end of trading on Friday, 17 February 2017. In the BCA, SinnerSchrader and Accenture further agreed on the major cornerstones of the transaction and their mutual understanding of SinnerSchrader's future development in case the takeover offer is successfully completed. SinnerSchrader and Accenture believe that the intended cooperation and business combination between the two companies represent an excellent opportunity for customers, employees and shareholders of both companies alike. Accenture assured to support SinnerSchrader's further development on a long-term basis and to preserve and expand the existing offices of the company. Furthermore, Accenture would welcome SinnerSchrader's current management's continuing service in the company. Accenture also informed the company that it executed share purchase and transfer agreements with significant shareholders of the company today. As a result, Accenture will acquire a total of 7.171.473 shares in the company (representing 62,13% of all SinnerSchrader-shares) provided that such