EANS-Adhoc: Progress-Werk Oberkirch AG / Company resolves on capital increase for cash at a subscription ratio of 4:1

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ad-hoc disclosure pursuant to section 15 of the WpHG transmitted by euro
adhoc with the aim of a Europe-wide distribution. The issuer is solely
responsible for the content of this announcement.
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Company Information

23.04.2012

Oberkirch, April 23, 2012 - The Management Board of Progress-Werk
Oberkirch AG resolved today, with the approval of the Supervisory
Board, to make partial use of the existing authorized capital to
increase the company´s nominal share capital of EUR 7,500,000.00 by
up to EUR 1,875,000.00 to up to EUR 9,375,000.00 for contribution in
cash by issuing up to 625,000 new no-par value bearer shares each
corresponding to EUR 3.00 of the nominal capital. The new shares will
carry full dividend entitlement as of January 1, 2012.

The purpose of the capital increase is to finance future growth and
the increased order volume as well as to build up assembly locations.
The capital increase will be implemented by way of a subscription
rights offering to existing shareholders of Progress-Werk Oberkirch
AG. Progress-Werk Oberkirch AG has mandated Landesbank
Baden-Württemberg to act as lead manager and Silvia Quandt & Cie. AG
as co-lead manager for the transaction. In an underwriting agreement
dated today, Landesbank Baden-Württemberg has committed itself to
subscribe to up to 625,000 new shares with the obligation to offer
them for subscription to the existing shareholders of Progress-Werk
Oberkirch AG at a subscription ratio of 4:1, i.e. four existing
bearer shares entitle the holder to acquire one new share. The
shareholders of Progress-Werk Oberkirch AG have the opportunity to
subscribe to new shares beyond the subscription rights by way of a
supplemental subscription. The subscription rights will not be
tradeable.

The subscription period for the new shares is expected to run from
April 30, 2012 to May 14, 2012. The subscription price will be
determined by the Management Board, with the approval of the
Supervisory Board, during the second week of the subscription period,
presumably on May 7, 2012, and will immediately thereafter be
published by way of an ad hoc announcement and on the company´s
website. Further details of the capital increase will be set forth in
the subscription offer, the publication of which in the Federal
Gazette is scheduled for April 27, 2012.

Progress-Werk Oberkirch AG
The Management Board

Information and Explanation of the Issuer on this News: This
announcement constitutes neither an offer to sell nor an invitation
to buy securities. The shares in Progress-Werk Oberkirch
Aktiengesellschaft (the "Shares") may not be offered or sold in the
United States or to or for the account or benefit of "U.S. persons"
(as such term is defined in Regulation S under the Securities Act of
1933, as amended (the "Securities Act")) absent registration or an
exemption from registration under the Securities Act. The Shares have
not been and will not be registered under the Securities Act. No
offer or sale of securities is being made to the public. The offer of
the Shares is addressed solely to the current shareholders of
Progress-Werk Oberkirch Aktiengesellschaft and is not a public offer.

Not for distribution, publication or transmission in or into the
United States, Canada, Japan or Australia.

Further inquiry note:
Bernd Bartmann (CFO)
Phone: +49 7802 / 84-347
Fax: +49 7802 / 84-789
e-Mail: bernd.bartmann@progress-werk.de

end of announcement euro adhoc
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issuer: Progress-Werk Oberkirch AG
Industriestraße 8
D-77704 Oberkirch
phone: +49(0)7802 84-0
mail: info@progress-werk.de
WWW: http://www.progress-werk.de
sector: Automotive Equipment
ISIN: DE0006968001
indexes:
stockmarkets: free trade: Berlin, München, Hamburg, Düsseldorf, Stuttgart,
regulated dealing/prime standard: Frankfurt
language: English