Today, the management board of GK Software SE (ISIN DE000A40S3V1 / WKN A40S3V, the “Company”) has received the formal request by Fujitsu ND Solutions AG (“FNDS”) pursuant to Section 327a et seqq. of the German Stock Corporation Act (Aktiengesetz – AktG) to carry out the procedure for the transfer of the shares of the minority shareholders of the Company to FNDS in return for an appropriate cash compensation and, for this purpose, to have the general shareholders’ meeting of the Company pass a resolution on the transfer of the shares of the minority shareholders to FNDS.
The amount of the appropriate cash compensation that FNDS will grant the other shareholders of the Company for the transfer of the shares will be notified by FNDS at a later date.
According to its own information, FNDS directly holds 2,189,659 shares, corresponding to approximately 96.33 % of the Company’s share capital and voting rights. Therefore, FNDS is the main shareholder within the meaning of Sec. 327a para. 1 sentence 1 of the German Stock Corporation Act.
The effectiveness of the squeeze-out is still subject to the resolution by the shareholders’ meeting of the Company and the registration of the transfer resolution in the commercial register at the registered seat of the Company.
FNDS has reserved the right to revoke its transfer request until the time of the announcement of the agenda of the shareholders’ meeting of the Company regarding the resolution on the transfer of the shares of the minority shareholders to the main shareholder.
