2005.08.30 - Managing Board and Supervisory Board of Süd-Chemie AG stick by their recommendation to the shareholders not to accept the takeover offer of SC-Beteiligungsgesellschaft mbH

The Managing Board and the Supervisory Board of Süd-Chemie AG today released their joint statement on the amended takeover offer of SC-Beteiligungsgesellschaft mbH to the shareholders of Süd-Chemie AG. This obligatory announcement pursuant to § 27 of the German Securities Acquisition and Takeover Act (WpÜG) relates to the amended offer document published by SC-Beteiligungsgesellschaft mbH on 23 August 2005.

The amendment to the takeover offer does not contain any new statements by SC-Beteiligungsgesellschaft mbH as to the independence of Süd-Chemie AG or to the corporate strategy pursued by the Managing Board of Süd-Chemie AG.

SC-Beteiligungsgesellschaft mbH has also failed to increase the consideration it offered in the amount of EUR 35.00 per Süd-Chemie share. Therefore, there is no reason for the Managing Board or for the Supervisory Board of Süd-Chemie AG to amend the joint statement on the takeover offer of 19 July 2005 that was published on 2 August 2005.

The Managing Board and the Supervisory Board still recommend to the shareholders of Süd-Chemie AG not to accept the takeover offer for three reasons: first, because a binding statement about the independence of the Süd-Chemie Group has still not been made; second, because only nonbinding statements of intent have been made regarding the company’s strategy; and third, because the offered price of EUR 35.00 is still inappropriate.

By 29 August 2005, only 629 Süd-Chemie AG shares had been sold to SC-Beteiligungsgesellschaft mbH. This represents 0.005% of Süd-Chemie AG´s share capital and voting rights and indicates that Süd-Chemie shareholders complied almost unanimously with the recommendation issued by the Managing Board and the Supervisory Board of Süd-Chemie AG.

The joint statement of the Managing Board and the Supervisory Board regarding the amended takeover offer is available on the Süd-Chemie AG website at http://www.sud-chemie.com/statement and can be obtained free of charge from Süd-Chemie AG (Corporate Public Relations, Tel: +49-(0)89-5110-250). It is expressly pointed out that the statements made in this press release are not explanations of or supplements to the joint statement and that only the joint statement under § 27 WpÜG is binding.

The joint statement shown on the Süd-Chemie AG website at www.sud-chemie.com/statement is a non-binding convenience translation of the joint statement issued by the Managing Board and the Supervisory Board of Süd-Chemie AG pursuant to § 27 WpÜG. The German version of the joint statement is the only binding version.

Munich, 30 August 2005

Süd-Chemie AG

Enquiries:
Süd-Chemie AG
Patrick Salchow
Corporate Public Relations
Tel. +49-(0)89-5110-250
Fax +49-(0)89-5110-302