EANS-Adhoc: Capital increase resolution of K+S Aktiengesellschaft: Issuance of 26.4 million new shares with a purchase price of EUR 26.00 per share

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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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25.11.2009

Today, the Board of Executive Directors of K+S Aktiengesellschaft,
with the consent of the Supervisory Board, resolved a capital
increase from authorised capital against cash contributions. Using
part of the authorized capital, a total number of 26.4 million new
ordinary bearer shares without par value will be issued at a purchase
price of EUR 26.00 per share. As a result, the share capital of K+S
Aktiengesellschaft will increase from EUR 165.0 million by EUR 26.4
million to EUR 191.4 million, with the capital increase amounting to
16 % of the company´s current share capital. The new shares will
carry full dividend rights as of the fiscal year 2009.

The shareholders of K+S Aktiengesellschaft will receive an indirect
subscription right and are entitled to acquire 4 shares in return for
25 shares held. The two major shareholders of K+S Aktiengesellschaft,
MCC/Eurochem and BASF, informed the company that they will fully
participate in the capital increase in proportion to their
shareholdings. Subject to the approval of the prospectus by the
Federal Agency for Financial Services Supervision (Bundesanstalt für
Finanzdienstleistungsaufsicht; BaFin) and the publication of the
approved prospectus, the subscription period will commence on 27
November and end on 10 December 2009. Unsubscribed shares will be
placed in a private placement or sold in the market following the end
of the subscription period.

It is expected that the gross issue proceeds from the capital
increase will amount to EUR 686.4 million. The primary purpose of the
capital increase and offering is to improve the company´s equity base
also in line with its desired capital structure. The company
anticipates that the proceeds from the capital increase will provide
the company with the ability to repay bank loans that it used to
finance the acquisition of Morton Salt and provide it with financial
and strategic flexibility for additional growth in the future.

Subject to the approval and publication of the prospectus, it is
anticipated that the subscription rights for the new shares (ISIN
DE000A1A6Z69 / WKN A1A 6Z6) will be traded on the regulated market of
the Frankfurt Stock Exchange from 27 November through 8 December 2009
(including). All shares already issued by the company are expected to
be listed "ex subscription right" on the regulated market of the
Frankfurt Stock Exchange from 27 November 2009. The new shares are
expected to be included in the current listing on the regulated
market of the stock exchanges in Berlin, Dusseldorf, Frankfurt,
Hamburg, Hanover, Munich and Stuttgart as well as in the sub-segment
of the regulated market with additional post-admission obligations
(Prime Standard) of the Frankfurt Stock Exchange as of 11 December
2009.

The new shares will be underwritten by Deutsche Bank AG and Morgan
Stanley Bank AG as Joint Global Coordinators and Joint Bookrunners
and further banks to offer them to the shareholders of K+S
Aktiengesellschaft for subscription.

K+S Aktiengesellschaft
Kassel, 25 November 2009
The Board of Executive Directors

This announcement does not contain or constitute an offer of, or the
solicitation of an offer to buy or subscribe for, securities to any
person in Australia, Canada, Japan, or the United States or in any
jurisdiction to whom or in which such offer or solicitation is
unlawful. The securities referred to herein may not be offered or
sold in the United States absent registration under the U.S.
Securities Act of 1933, as amended (the "Securities Act") or another
exemption from, or in a transaction not subject to, the registration
requirements of the Securities Act. Subject to certain exceptions,
the securities referred to herein may not be offered or sold in
Australia, Canada or Japan or to, or for the account or benefit of,
any national, resident or citizen of Australia, Canada or Japan. The
offer and sale of the securities referred to herein has not been and
will not be registered under the Securities Act or under the
applicable securities laws of Australia, Canada or Japan. There will
be no public offer of the securities in the United States of America.

This announcement is not a prospectus. Investors should not purchase
or subscribe for any shares referred to in this announcement except
on the basis of information in the prospectus to be issued by the
company in connection with the offering of such shares. Copies of the
prospectus will, following approval of the German Financial
Supervisory Authority (BaFin) and publication, be available free of
charge from K+S AG (Bertha-von-Suttner-Strasse 7, 34131 Kassel,
Germany).

This announcement is directed at and/or for distribution in the
United Kingdom only to (i) persons who have professional experience
in matters relating to investments falling within article 19(5) of
the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005 (the "Order") or (ii) high net worth entities falling
within article 49(2)(a) to (d) of the Order (all such persons are
referred to herein as "relevant persons"). This announcement is
directed only at relevant persons. Any person who is not a relevant
person should not act or rely on this announcement or any of its
contents. Any investment or investment activity to which this
announcement relates is available only to relevant persons and will
be engaged in only with relevant persons.

This information contains forward-looking statements that are based
upon current views and assumptions of the K+S Aktiengesellschaft
management, which were made to its best knowledge. Forward-looking
statements are subject to known and unknown risks, uncertainties and
other factors which could cause the earnings position, profitability,
performance or the results of K+S Aktiengesellschaft to differ
materially from the earnings position, profitability, performance or
the results expressly or implicitly assumed or described in these
forward-looking statements. In consideration of these risks,
uncertainties and other factors, persons receiving these documents
are advised not to unreasonably rely on these forward-looking
statements. K+S Aktiengesellschaft does not assume any obligation to
update such forward-looking statements and to adjust them to any
future results and developments.

End of ad hoc disclosure

end of announcement euro adhoc
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ots Originaltext: K+S Aktiengesellschaft
Im Internet recherchierbar: http://www.presseportal.de

Further inquiry note:

Christian Herrmann

Telefon: +49(0)561-9301-1460

E-Mail: christian.herrmann@k-plus-s.com

Branche: Chemicals
ISIN: DE0007162000
WKN: 716200
Index: DAX, Midcap Market Index, CDAX, Classic All Share, HDAX,
Prime All Share
Börsen: Frankfurt / regulated dealing/prime standard
Berlin / regulated dealing
Hamburg / regulated dealing
Stuttgart / regulated dealing
Düsseldorf / regulated dealing
Hannover / regulated dealing
München / regulated dealing