pta20140115023

PALFINGER AG: Notification pursuant to sections 91 et seq Austrian Stock Exchange Act

Bedburg/Salzburg (pta023/15.01.2014/18:30 UTC+1) SANY Germany GmbH, Sany Allee 1, 50181 Bedburg, Germany ("Sany"), an entity controlled by SANY HEAVY INDUSTRIES CO., LTD, People's Republic of China, via Sany Belgium Holding S.A., Kingdom of Belgium, herewith notifies on its own behalf and on behalf of the aforementioned companies of SANY HEAVY Group in accordance with section 92a para 1 in connection with sections 91 et seq Austrian Stock Exchange Act in relation to PALFINGER AG, Franz-Wolfram-Schererstraße 24, 5020 Salzburg, Austria (the "Issuer"), and the Issuer's voting shares admitted to trading on the Official Market of the Vienna Stock Exchange, AT0000758305 (the "Shares"), as follows:

On 13 January 2014, Sany entered into share purchase agreements according to which Sany is, subject to multiple conditions precedent, entitled to purchase 1,863,258 shares issued with voting rights of the Issuer.

Furthermore, Sany has the right, subject to multiple conditions precedent, to acquire 1,863,258 new Shares, which have not been issued by the Issuer so far, but shall be issued in the course of a capital increase of the Issuer. The signing of the share purchase agreements, which took place on 13 January 2014, was an essential condition precedent for the right of Sany to acquire the 1,863,258 new Shares of the Issuer. However, the right of Sany to subscribe and acquire 1,863,258 new Shares is still subject to multiple conditions precedent.

Basically, Sany's right to purchase the already issued Shares as well as the new Shares is not limited in time. However, the agreements, which entitle Sany to acquire these Shares, may be terminated by the applicable parties after 30 September 2014, whereby the financial instruments according to section 91a para 1 Austrian Stock Exchange Act would cease to exist.

(i) Therefore, on the basis of the current total number of voting rights of the Issuer of 35,730,000 (without taking into account the voting rights resulting from the 1,863,258 new Shares, which have not been issued by the Issuer so far), Sany has acquired on 13 January 2014 financial instruments relating to 1,863,258 issued Shares of the Issuer, which number corresponds to approximately 5.21% of the voting rights of the Issuer, as well as financial instruments relating to 1,863,258 new Shares of the Issuer, which number corresponds to approximately 5.21% of the voting rights of the Issuer, thus on an aggregated basis financial instruments relating to 3,726,516 Shares, which number corresponds to approximately 10.43% voting rights of the Issuer, and has reached and exceeded the thresholds of 4%, 5% and 10% on 13 January 2014.

It is noted that the possible acquisition of 1,863,258 already existing Shares of the Issuer and the possible acquisition of 1,863,258 new Shares, which have not been issued so far, are contractually linked together in such a way that Sany may either acquire 3,716,516 Shares of the Issuer or may not acquire any of the Shares of the Issuer. Therefore, while the numbers of voting rights and percentages quoted in this item (i) are calculated according to the provisions section 91 et seq Austrian Stock Exchange Act, they do not reflect the shareholdings that Sany would actually hold in case the financial instruments would be fulfilled, because in this case the share capital of the Issuer would be increased by the new Shares and, thus, the total number of voting rights of the Issuer would increase as well. Therefore, Sany submits a further notification in item (ii) below on the basis of such an increased total number of voting rights of the Issuer that would exist when taking into account the 1,863,258 new Shares of the Issuer yet to be issued.

(ii) Taking into account the new Shares to be issued in the course of a capital increase of the Issuer, the total number of voting rights of the Issuer woul increase to 37,593,258. On the basis of this increased total number of voting rights of the Issuer of 37,593,258, Sany has acquired on 13 January 2014 financial instruments relating to 1,863,258 issued Shares of the Issuer, which number corresponds to approximately 4.96% of the voting rights of the Issuer, as well as financial instruments relating to 1,863,258 new Shares of the Issuer, which number corresponds to approximately 4.96% of the voting rights of the Issuer, thus on an aggregated basis financial instruments relating to 3,726,516 Shares, which number corresponds to approximately 9.91% voting rights of the Issuer, and has reached and exceeded the thresholds of 4% and 5% on 13 January 2014.

Bedburg, 15 January 2014

Sany Germany GmbH
Sany Belgium Holding S.A.
SANY HEAVY INDUSTRIES CO., LTD

(end)

Emitter: PALFINGER AG
Franz-Wolfram-Scherer-Straße 24
5020 Salzburg
Austria
Contact Person: Hannes Roither
Phone: +43 662 46 84-2260
E-Mail: h.roither@palfinger.com
Website: www.palfinger.ag
ISIN(s): AT0000758305 (Share)
Stock Exchange(s): Vienna Stock Exchange (Official Trade)
|