Adhoc-release: Focus on its holding function

Masterflex AG to focus on its holding function and be transformed into an SE

Gelsenkirchen, 26 March 2012 – Based on comprehensive preliminary investigations, the Executive and Supervisory Boards have decided to press ahead with the reorganisation of Masterflex AG into a pure management and financial holding company. As a result of the preliminary investigations, Masterflex AG’s operating business at the location Gelsenkirchen is to be transferred to a wholly owned subsidiary by way of a spin-off under the law regulating the transformation of companies. Via a spin-off, a legal entity can transfer a part or several parts of its assets to another existing legal entity in exchange for the granting of shares or memberships. All the operating activities of Masterflex AG are to be the subjects of the spin-off, but not the assets or liabilities necessary for its function as a holding company managing the Group. There is no change in the assets of the Masterflex Group associated with this, apart from the allocation of operating assets and liabilities to an existing wholly-owned subsidiary.

The objective of the spin-off is to improve the management of the operating units, above all with regard to the increasing internationalisation of the Masterflex Group’s activities in the high-tech hose and connector business. As a similar expression of this internationalisation, Masterflex AG’s legal form is to be transformed into that of an SE (Societas Europaea).

Both steps are subject to approval by the Annual General Meeting.