EANS-Adhoc: KTM AG / Takeover bid

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ad-hoc disclosure 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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23.07.2012

- CROSS KraftFahrZeug Holding GmbH publishes results of the
compulsory offer to shareholders of KTM AG - Discontinuance of the
admission requirements for the Second Regulated Market (Geregelter
Freiverkehr) of the Vienna Stock Exchange due to falling below the
free float requirements - Intended inclusion of the KTM shares in
trading on the Third Market (Dritter Markt) of the Vienna Stock
Exchange

On 4 July 2012, CROSS KraftFahrZeug Holding GmbH (the "Offeror")
placed a public compulsory offer (the "Bid") according to section 22
of the Austrian Takeover Act to the shareholders of KTM AG to buy all
KTM shares which are not held by the Offeror, parties acting in
concert with the Offeror and shareholders who issued a binding
waiver. The acceptance period ended on 18 July 2012. At the time of
publication of the Bid, the Offeror and parties acting in concert
with the Offeror held 5,478,033 KTM shares; this equalled 50.51% of
the share capital of KTM AG.

Until the end of the acceptance period UniCredit Bank Austria AG,
acting as a tender and paying agent, received 119,897 KTM shares;
this equals 1.11% of the share capital of KTM AG. Thus, the Offeror
and parties acting in concert with the Offeror dispose over 5,597,930
KTM shares; this equals 51.62% of the share capital of KTM AG. The
offer price of EUR 44.00 per share will be paid by UniCredit Bank
Austria AG, as tender and paying agent, to the shareholders who have
accepted the Bid in due time against transfer of the shares at the
latest on 1 August 2012.

According to section 19 paragraph 3 of the Austrian Takeover Act the
period to accept the Bid for those shareholders, who have not
accepted the Bid, is extended by three months from the date of
publication of the results. The results have been published on 23
July 2012. Thus, this extended acceptance period ends on 23 October
2012 so that the Bid can be accepted till 23 October 2012.

The minimum free float requirements for admission of the KTM shares
to the Second Regulated Market (Geregelter Freiverkehr) of the Vienna
Stock Exchange amounts to 181.250 free float shares. After completion
of the takeover bid, 120,871 KTM shares are free float shares. This
leads to a discontinuance of the admission requirements for the
Second Regulated Market (Geregelter Freiverkehr) of the Vienna Stock
Exchange and as a result to a withdrawal of the admission of the KTM
shares to the Second Regulated Market (Geregelter Freiverkehr) of the
Vienna Stock Exchange. KTM AG will apply for inclusion of the KTM
shares in trading on the Third Market (Dritter Markt) of the Vienna
Stock Exchange as of withdrawal of the admission of the KTM shares to
the Second Regulated Market (Geregelter Freiverkehr).

Further inquiry note:
KTM AG
Mag. Viktor Sigl MBA
Tel: +43 7742 6000 144
Mail to: viktor.sigl@ktm.at

end of announcement euro adhoc
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issuer: KTM AG
Stallhofnerstraße 3
A-5230 Mattighofen
phone: +43(0)7742/6000-0
FAX: +43(0)7742/6000-5216
mail: ir@ktmpowersports.com
WWW: www.ktm.com
sector: Technology
ISIN: AT0000645403
indexes: mid market
stockmarkets: official market: Wien
language: English