Hugin Ad hoc announcement according to § 15 WpHG: Merger: mobilcom AG: mobilcom and freenet reach agreement on range of value ratio

6/6/2005, 8:57 PM (Source: GlobeNewswire)
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The Executive Boards of mobilcom and freenet today reached a mutual
agreement on the range of possible value ratios in the planned
amalgamation of mobilcom AG and freenet.de AG into a new company.

The two companies expect that the exchange ratio specified in the
amalgamation contract, which will be defined in shares of the new
company, will be calculated according to the following relation: One
freenet share will most likely correspond to between 1.14 and 1.19
mobilcom shares.

This spread was calculated based on the companies' current
valuations, as drawn up by mobilcom and freenet with the assistance
of the auditors KPMG and Ernst&Young.

As things stand now, an agreement on the final exchange ratio is
expected by early July.

End of the ad hoc release

Notes on the Ad hoc release

Legal advisory
Determining the values of the two companies is a complex process: It
cannot be comprehended by analyzing the individual steps involved in
the process, nor can it be described in comprehensive detail in a
summary. The valuation work done to date by the Executive Boards of
the companies involved assisted by KPMG and Ernst&Young, does not
provide a reliable indication of future performance. Nor do the
statements about the calculated profitability purport to make
forecasts or assumptions about the future development of the mobilcom
AG or freenet.de AG share prices. Also, further developments and
final valuations may result in differing results, which may be
considerably above or below the figures published in this
announcement. Likewise, there is the possibility that no value ratio
within the range announced today is considered "appropriate" under
applicable German law by the court-appointed independent merger
auditor. The fixing of a final exchange ratio is subject to approval
by the court-appointed independent merger auditor and the respective
supervisory board(s).

--- End of Ad-hoc Message ---
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