euro adhoc: Sartorius AG / Mergers - Acquisitions - Takeovers / Completion of the Sale and Purchase Agreement with the founders of Stedim

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Disclosure announcement transmitted by euro adhoc. The issuer is responsible
for the content of this announcement.
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29.06.2007

In consummation of the Sale and Purchase Agreement notified on 22
February 2007, Sartorius AG has this morning acquired the shares held
by the founders of French Stedim S.A. for 43 Euro per share. As a
result of such acquisition, Sartorius already now holds 49.64% of
the shares and 66.04% of the voting rights in Stedim.

Subsequent to the completion of the sale, Stedim will hold an
extraordinary shareholders´ meeting this afternoon in Paris.
Sartorius expects that the Stedim-shareholders will consent to the
contribution of the biotechnology division of Sartorius into Stedim
and the related capital increase with the required voting rights
majority of two thirds. Furthermore, the shareholders´ meeting will
resolve on renaming Stedim into Sartorius Stedim Biotech and the
election of seven members of the company´s Board.

Subsequent to the closure of the shareholders´ meeting, Sartorius AG
will file the offer document for a mandatory tender offer to all
outside Sartorius Stedim Biotech-shareholders with the French
exchange supervisory authority Autorité des Marchés Financiers (AMF).
Sartorius will offer a price of 43 Euro therein. As Sartorius intends
that a large number of shareholders remain invested in Sartorius
Stedim Biotech, it will offer a limited guarantee against a potential
reduction in the stock exchange price to those shareholders who do
not tender their shares. Such guarantee provides for a compensation
payment in the amount of the positive difference between the offer
price compounded to 47,50 Euro and the weighted average trading price
of the last 30 trading days of the Sartorius Stedim Biotech share. It
is limited to a maximum amount of 20 Euro per share. The mandatory
tender offer commences within three trading days following the final
approval by the AMF and will be open for ten trading days. Subsequent
to the implementation of the offer and dependent on the acceptance
ratio, Sartorius will hold approx. 70 - 91% of the shares in
Sartorius Stedim Biotech. It has been agreed with the Stedim founders
that they will be invested in the capital of the new company with
approx. 9%.

This announcement is made for information purposes, only. It does not
constitute an offer to purchase nor an invitation to make an offer to
sell shares in Stedim S.A. (in the future Sartorius Stedim Biotech
S.A.) The tender offer to acquire the shares in Sartorius Stedim S.A.
described in this announcement has not started yet. An offer to buy
will exclusively be based on a draft tender offer and the related
documentation to be filed with the Autorité des Marchés Financiers
(AMF). This announcement contains forward-looking statements. All
statements contained in this announcement that are not clearly
historical in nature or that necessarily depend on future events are
forward-looking, and the words "anticipate," "believe," "expect,"
"estimate," "plan," and similar expressions are generally intended to
identify forward-looking statements. These statements are based on
current expectations, estimates and projections of Sartorius AG´s
management and currently available information. They are not
guarantees of future performance, involve certain risks and
uncertainties that are difficult to predict and are based upon
assumptions as to future events that may not prove to be accurate.

end of announcement euro adhoc 29.06.2007 12:22:40
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ots Originaltext: Sartorius AG
Im Internet recherchierbar: http://www.presseportal.de

Further inquiry note:
Andreas Wiederhold
Treasury & Investor Relations
Telefon: +49 (0)551 308-1668
E-Mail: andreas.wiederhold@sartorius.com

Branche: Biotechnology
ISIN: DE0007165607
WKN: 716560
Index: CDAX, Prime All Share, Technologie All Share
Börsen: Börse Frankfurt / official dealing/prime standard
Börse Berlin / free trade
Börse Hamburg / free trade
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Börse Hannover / official dealing