Forced redemption proceedings for Leica shares

18 April 2006

  • Hexagon proposes compensation for Leica minority shareholders due to capital increase.
  • Based on the values as per 31 March 2006, the proposed compensation is estimated to amount to approximately CHF 22.81 per Leica share.
  • Unless delayed, Hexagon expects the compulsory redemption proceedings be finalized and the compensation be paid in June 2006.

On 6 January 2006 Hexagon AB (publ) initiated compulsory redemption proceedings regarding the shares in Leica Geosystems Holdings AG that are still held by the public. As already announced on 14 February and 15 March 2006, Hexagon wishes to appropriately compensate the minority shareholders of Leica Geosystems Holdings AG for the economic effects of the current capital increase in Hexagon. Hexagon proposed to the Court entrusted with the compulsory redemption proceedings that the minority shareholders of Leica Geosystems Holdings AG receive a cash compensation for each diluted Hexagon share of class B they are going to receive in the settlement of the forced redemption proceedings. Hexagon proposes that this compensation shall be the difference between (1) the value a share of class B of Hexagon would have had, had there been no increase of the capital of Hexagon and (2) the value of a share of class B of Hexagon would have had, had there been no commitment and obligation to compensate for the dilution caused by the increase of the capital of Hexagon. Hexagon further proposes to the court that the day when the final results of the capital increase will be announced shall be relevant for determining the values that underlie the computation of the compensation, i.e. the value of a Hexagon B share, the exchange rate CHF/SEK and the number of Hexagon shares newly issued within the capital increase. Hexagon expects that the final results of the capital increase will be announced on or around 28 April 2006. Based on approximate values as per 31 March 2006 and assuming that all rights issued are exercised within the capital increase, a compensation per Hexagon B share to be issued to the minority shareholders of Leica Geosystems Holdings AG of about CHF 4.56 would result. This results in an additional cash payment for each Leica share of CHF 22.81 and to an additional total amount to be paid by Hexagon within the forced redemption proceedings of around CHF 910,000. Hexagon expects that the compulsory redemption proceedings be finalized and the compensation be paid to the minority shareholders of Leica Geosystems Holdings AG in June 2006. There is, however, no assurance that the proceedings can be finalized within this time frame.

For further information please contact:
Sara Kraft, IR Manager: +46 8 601 26 27

Nothing in this press release shall be deemed to constitute an offer to invest or otherwise deal in shares in Hexagon. The preferential rights issue is not directed towards shareholders in the United States of America, Canada, Japan or Australia or other countries where participation requires further prospectuses, registrations or other measures than what follows from Swedish law. Neither the subscription rights, the BTA (interim) shares or the new shares will be registered pursuant to the United States Securities Act of 1933 (‘the Securities Act’) or any provincial act in Canada and may not be transferred or offered for sale in the United States of America or in Canada or to persons resident there or for the account of such persons other than in such exceptional cases that do not require registration in accordance with the Securities Act or any provincial act in Canada.

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