Hamburg, May 10, -- Continental AG announced a public tender offer on April 26.

The Management Board, the Supervisory Board and the group Works Council of Phoenix AG will issue a detailed statement after thoroughly studying the offer. This statement will appear online at www.phoenix-ag.com as well as in an official publication of record.

Private bank Sal. Oppenheim jr. & Cie. KGaA, retained by Phoenix AG, has confirmed that the offer price is reasonable, subject to certain limitations. The executive and supervisory boards representing Phoenix AG consider the fairness opinion to be accurate.

The company valuation was made on the basis of a stand-alone analysis. Issues not included in the valuation were the synergy effects of EUR30m as identified by the bidder, as well as the strategic reorientation intended by the executive board of Phoenix AG and the resulting focus on the proceeds-intensive and cash-flow intensive core business divisions Conveyor Belt Systems and Fluid Handling, with the goal of lastingly increasing the company value.

The executive and supervisory boards point out that despite the plausible industrial logic of the tender offer, Phoenix AG is in a position to be able to implement the strategy newly defined by its executive board under its own power and to retain the independence of Phoenix AG.

On March 29, Phoneix Ag announced that Continental AG of Hanover intended to submit a voluntary public takeover bid to our shareholders. According to Continental AG´s statement the offer was be $ 15,00 per share.

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