Otto Happel disposing of a stake of approx 20% in GEA Group AG through accelerated bookbuild

Frankfurt (ots) -

- Happel: "The restructuring of the former mg technologies is
bearing fruits. GEA Group is today a focused and profitable
company."
- Happel will not be available for re-election to the supervisory
board in May
- Shares will be offered to international institutional investors
(including in the US) through an accelerated bookbuild led by
Dresdner Kleinwort Wasserstein (DrKW)

Successful German entrepreneur Otto Happel is disposing of a stake
of around 20% in GEA Group. To that effect, DrKW is this morning
offering around 40 mln. GEA Group shares to international
institutional investors including the US via an accelerated
bookbuild. Advisors to the seller are JP Morgan and Georgieff Capital
Advisors.

Otto Happel: "The restructuring and strategic repositioning of the
former mg technologies is bearing fruits. The recently renamed GEA
Group AG has since been transformed not only into a focused and also
profitable company. Investors recognise this impressive turnaround,
as has been demonstrated by GEA Group's recent strong share price
performance."

Otto Happel's 30-year involvement with the company is hereby
coming to a close. Following the 1999 merger of his former GEA into
Metallgesellschaft (subsequently renamed to mg technologies) Happel
became a member of the supervisory board of the merged company in
2003. Due to the critical situation of the company, he had to show
much more commitment than initially intended. Happel's contribution
over recent years was driven by his responsibility towards the
company, its employees and its shareholders.

For personal reasons, Happel has today decided to implement his
complete exit of the company which was initially planned for 1999.
Happel will now be able to devote more time to other personal
priorities, albeit seven years later than initially planned. He is
leaving the company much strengthened.

"The balance sheet is now very strong. With fast growing order
intake, GEA Group's capacity is being fully utilised. Cost structures
are lean and efficient, all operating entities are profitable," Otto
Happel said.

Since its appointment at the end of 2004, the company's new top
management with CEO Jürg Oleas has made excellent progress in
completing the restructuring of the former Metallgesellschaft during
2005. In less than two years, massive indebtedness of approx Euro 1.5
bln has been transformed into a net cash position of approx Euro 350
mln. Since mid 2005, the group's plant engineering division has
become profitable again.

The successful restructuring has led to a sustainable growth in
earnings followed by a recovery of the share price. In recent months
the share's performance has been very strong. However, there is still
more upside potential. The company now has significant acquisition
capability which management intends to actively pursue in the near
future.

The General Shareholders meeting in May 2006 is due to appoint a
new supervisory board for the next 5 years. Otto Happel will not be
available for re-election. "I wish the management continued success
for the future. Also, I will remain an active investor in Germany,"
Happel said.

(ends)

Background

Otto Happel already sold his majority stake in the former GEA to
Metallgesellschaft in 1999. For purely financial reasons - i.e. not
for strategic considerations - he received cash and a 10% stake in
the company which then was to change its name into mg technologies.

During the subsequent four years, the share price of mg
technologies collapsed by some 80% as the state of affairs in the
company worsened substantially. At this stage, Otto Happel acted
promptly and doubled his stake in mg technologies to 20%. Through his
increased influence, he paved the way to the election of a new
supervisory board in June 2003 as well as the appointment of a new
management shortly thereafter.

This was followed by a fundamental strategic repositioning of the
company, including the disposal of Dynamit Nobel as well as various
other subsidiaries. The successful implementation of far-reaching
restructuring measures were key in eliminating the burden of high
indebtedness. In addition, legacy items of more than Euro 500 mln
were sorted out. The plant engineering division was successfully
turned around.

The group structure was drastically simplified when the company's
six holdings were merged into one single entity, thereby reducing
yearly headquarter costs from approx Euro 170 mlo Euro 45mlo per
annum.

The end of 2004 saw a further change in management. Whilst not the
smoothest of transitions, this unavoidable change was in the best
interest of the company. In the course of this transition Otto Happel
was an active and outspoken member of the supervisory board member,
representing the shareholders' interests in particular.

In early 2005, the new management moved its headquarters from
Frankfurt to Bochum. The change of name from mg technologies to GEA
Group symbolises the company's new focus on its core strengths.

This document does not constitute an offer of securities for sale
in the United States. Securities may not be offered or sold in the
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Originaltext: GEA Group AG
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