DGAP-News: H&R Aktiengesellschaft

DGAP-News: H&R AG goes for new legal form

DGAP-News: H&R Aktiengesellschaft / Key word(s): Strategic Company Decision/Miscellaneous H&R AG goes for new legal form

06.04.2016 / 10:01 The issuer is solely responsible for the content of this announcement.

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H&R AG goes for new legal form

- H&R AG is to change its status from Aktiengesellschaft (i.e. a joint-stock company) to Kommanditgesellschaft auf Aktien, or a partnership limited by shares

- Future legal structure will offer access to capital markets, while ensuring a long-term growth strategy

- The role of the major shareholder in the company's development is structurally assured

Salzbergen (Germany), 5 April 2016 The Executive and Supervisory Boards of H&R AG have decided to propose, at the regular Annual Shareholders' Meeting, a change of legal form to a partnership limited by shares (known by its German initials "KGaA"). The internationally active, specialist chemicals company has announced that the issue of its change of legal form will be decided at an H&R AG Shareholders' Meeting scheduled for 18th May 2016.

The new legal structure of the KGaA is designed to give the company greater flexibility in terms of equity financing via the capital markets, while at the same time reinforcing its long-term commercial perspective and the presence of its main shareholder, Mr Nils Hansen, thereby retaining and strengthening, in a sustainable manner, its character as a family company.

"The planned change from joint-stock company to partnership limited by shares status is also a structural measure designed to underpin existing majority rights. It entails going back to a model that is being used successfully by numerous family firms. It allows us to use the capital markets actively to finance our growth plans, but without having to give up the advantages of a family-run company with a long-term strategic approach," says H&R AG's board chairman, Niels H. Hansen.

A family firm with access to the capital markets The business of H&R GmbH & Co. KGaA will in the future be managed by H&R Komplementär GmbH. The change of corporate structure to a GmbH & Co. KGaA partnership is intended to ensure that the currently successful direction, in terms of both strategy and shareholder activity, can also be maintained in the future. The objective of the change of status is to combine the opportunities inherent in a capital-market-oriented business with the advantages of a family firm. The new legal form means greater flexibility in terms of capital market finance. At the same time, the change of legal form ensures the long-term business perspective and role of Nils Hansen, who already controls around 61% of the company's shares, thereby allowing the chosen growth strategy to be implemented more determinedly in terms of the refining activities and sales of the H&R Group.

In the new KGaA partnership structure, the company's management and representation are a matter for the personally liable partner. During this change of structure, the future H&R Komplementär GmbH will enter the group as a personally liable partner and act, via its management, as part of the management and representation of the company. The structural nature of the new legal form is also such that Nils Hansen can continue to exercise his already significant influence on the company and its governing bodies.

H&R's change of structure from a joint-stock company to a limited partnership does not in any way result in the dissolution of the existing company or the founding of a new legal entity. The legal and commercial identity of the company remains intact. H&R AG board chairman Niels H. Hansen and board member Detlev Wösten, as managing directors of H&R Komplementär GmbH, will continue to manage the affairs of the KGaA as they did before the change of legal status.

General Shareholders' Meeting to decide on change The company's change of legal status to a partnership limited by shares is to be decided by shareholders in the course of a General Annual Meeting scheduled to take place on 18th May 2016. The agenda of the main shareholders' meeting of H&R AG will be available, immediately upon its publication, at the German version of http://hur.com. Please click on H&R AG - Investor Relations - Hauptversammlung (shareholders meeting). It will also be published in the Bundesanzeiger, the German Federal Gazette.

For further information, please contact: H&R AG, Investor Relations / Public Relations, Ties Kaiser Neuenkirchener Strasse 8, 48499 Salzbergen, Germany Tel.: +49 40 43218-321, Fax: +49 40 43218-390 e-mail: ties.kaiser@hur.com www.hur.com

H&R AG: H&R AG is a specialty-chemicals company listed on the Frankfurt Stock Exchange's Prime Standard segment. It develops and manufactures crude-oil-based chemical and pharmaceutical specialty products and produces high-precision plastic parts.

Forward-looking statements and forecasts: This press release contains forward-looking statements. These statements are based on current estimates and forecasts made by the Executive Board and the information available to the Board at this time. Forward-looking statements should not be interpreted as guarantees that the projected future developments and results will materialise. Future developments and results are dependent on a range of factors. They comprise various risks and imponderables and rest on assumptions which may prove incorrect. We do not accept any obligation to update the forward-looking statements made in this press release.

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06.04.2016 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.

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Language: English Company: H&R Aktiengesellschaft Neuenkirchener Str. 8 48499 Salzbergen Germany Phone: +49 (0)40 43 218 321 Fax: +49 (0)40 43 218 390 E-mail: investor.relations@hur.com Internet: www.hur.com ISIN: DE0007757007 WKN: 775700 Listed: Regulated Market in Dusseldorf, Frankfurt (Prime Standard), Hamburg; Regulated Unofficial Market in Berlin, Hanover, Munich, Stuttgart End of News DGAP News Service ---------------------------------------------------------------------------

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