DGAP-Adhoc: Ultrasonic AG: Public offer of Ultrasonic AG to repurchase shares

Ultrasonic AG / Key word(s): Share Buyback/Dividend

10.09.2013 15:23

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a company of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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Public offer of Ultrasonic AG to repurchase shares

- Price for public offer to repurchase shares set at EUR 9.20 per bonus
share

- Acceptance period for public offer to repurchase shares to start on 13
September 2013

Cologne, September 10, 2013 - By resolution as of September 10, 2013, and
with consent of the supervisory board, the management board of Ultrasonic
AG resolved to execute the authorization according to Section 71 Para. 1
No. 8 of the German Stock Corporation Act (AktG) which has been given by
the Annual Shareholders Meeting dated June 7, 2013. In order to provide for
a profit participation of the shareholders it shall be offered to all
Ultrasonic Shareholders to repurchase and acquire on the terms and
conditions set forth in a respective offer document the no par bearer
Ultrasonic Bonus Shares with all property and administrative rights as well
as full dividend rights held by them in the Company (that is, limited to
the shares under ISIN DE000A1X3Y08), each share representing a pro rata
amount of EUR 1.00 against payment of a cash consideration of EUR 9.20.
This corresponds to a premium of around 3.77 per cent compared to the
volume-weighted average trading price of ULTRASONIC shares in Xetra trading
on the last five trading days (September 03 - 09, 2013) before the date on
which the offer is published. The Ultrasonic Bonus Shares have been issued
by way of an increase in share capital from the Company's reserves which
has been registered with the commercial register of Cologne on August 26,
2013.

Shareholders, who intend to accept the tender offer, would realize a
calculated profit participation of EUR 0.46 per share, based on the
buy-back price (EUR 9.20 gross sale proceeds for each 20 shares held
originally).

The acceptance period of the offer begins on Friday, September 13, 2013,
0:00 hours (Central European Summer Time) and ends on Wednesday, September
25, 2013, 12:00 hours (Central European Summer Time). The offer document
will be published on the internet side of the Company under
http://www.ultrasonic-ag.de/en/ultrasonic-stock/option-dividend and in the
Federal Gazette.

About Ultrasonic:

The Cologne-based company Ultrasonic AG is the German holding company of
the Chinese ULTRASONIC Group, an established manufacturer and supplier of
high-quality branded urban footwear. The Group has more than 1,400
employees and operates in three market segments, each of which currently
contributes about a third of revenue. ULTRASONIC produces sandals and
slippers for the upper price segment for the local and international
market. It is also a long-term supplier of shoe soles to leading
manufacturers in the established Chinese sport shoe industry such as Anta,
Xtep and Unisuper. Moreover, the company has developed its own very
successful high-quality urban footwear collection which is marketed under
the ULTRASONIC brand and targets China's young, fashion-conscious urban
middle class, which has high purchasing power and expects high quality. The
ULTRASONIC product line is currently marketed via more than 110 mono-label
shops. The ULTRASONIC Group has reported a compound annual growth rate
(CAGR) of 31% per year since 2009. In 2012 it generated sales of around EUR
149 million and a net profit of EUR 30.8 million.

For further information about the company visit: www.ultrasonic-ag.de

For enquiries:

Ultrasonic AG
Chi Kwong Clifford Chan
Vorstand und CFO
E-Mail: ir@ultrasonic-ag.de
Tel.: +86 1525 947 9902 (China), +852 966 227 40 (Hong Kong)

Disclaimer:
This document is no offer for the purchase of securities in the United
States of America. Securities may only be sold or offered for sale with the
previous registration under the U.S. Securities Act of 1933 in the actual
valid version or without previous registration only pursuant to an
exemption. The shares of Ultrasonic AG (the 'Shares') have not been
registered under the U.S. Securities Act of 1933 in the actual valid
version and may not be sold or offered in the United States.

This document is only being distributed to and is only directed at (i)
persons who are outside the United Kingdom or (ii) to investment
professionals falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the 'Order') or (iii)
high net worth entities, and other persons to whom it may lawfully be
communicated, falling within Article 49(2)(a) to (d) of the Order (all such
persons together being referred to as 'relevant persons'). The Shares,
which are referred to, are only available to relevant persons and any
invitation, offer or agreement to subscribe, purchase or otherwise acquire
such securities will be engaged in only with, relevant persons. Any person
who is not a relevant person should not act or rely on this document or any
of its contents.

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Language: English
Company: Ultrasonic AG
c/o BPG mbH, Graf-Adolf-Platz 12
40213 Düsseldorf
Germany
Phone: +86 1525 947 9902 (China); +852 966 227 40 (Hong Kong)
Fax: +49 (0)211 172 9829
E-mail: ir@ultrasonic-ag.de
Internet: www.ultrasonic-ag.de
ISIN: DE000A1KREX3
WKN: A1KREX
Indices: CDAX, Classic All Share, DAXsector All Consumer, DAXsector
Consumer, DAXsubsector All Clothing & Footwear, DAXsubsector
Clothing & Footwear, Prime All Share
Listed: Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr
in Berlin, Düsseldorf, Stuttgart

End of Announcement DGAP News-Service

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