Acquisitions and Majority Takeovers after the Balance Sheet Date

On January 2, 2014, Wacker Biotech GmbH, a WACKER subsidiary, acquired 100 percent of the shares in Halle-based Scil Proteins Production GmbH by means of a share deal. The provisional purchase price was paid on the same date. A provisional lump-sum payment in the high single-digit million range was agreed, as were potential milestone payments in the low million range. These milestone payments essentially depend on the achievement of various production, technology and marketing targets. The acquisition is an opportunity for WACKER BIOSOLUTIONS to expand its know-how and production capacities in the field of therapeutic proteins. Scil Proteins Production has expertise in protein refolding. Refolding is a key technology for achieving the desired active properties in proteins that cannot be produced in an active form in bacterial cells. This know-how represents a significant addition to WACKER BIOSOLUTIONS’ process chain. WACKER will take over the company’s production facilities as well as its patent portfolio and customer base. The purchase price mainly applies to the company’s noncurrent assets.

The purchase price allocation for Scil Proteins Production GmbH has not yet been completed as the underlying financial data is still being compiled and analyzed.

On January 24, 2014, WACKER signed a contract to take over the majority of shares in the joint venture Siltronic Samsung Wafer Pte. Ltd. in Singapore, which had previously been jointly managed by Siltronic and Samsung Electronics Co. Ltd. on a 50:50 basis. WACKER has now assumed control. Siltronic subscribed new shares as part of a capital increase for a total of SG $ 150 million (equivalent to around € 85 million) and will hold a 78-percent stake in the company in the future. In addition, Siltronic and Samsung will make additional payments amounting to about € 120 million, which will help repay the bank loans of around € 200 million taken out for project financing. The capital increase enables WACKER to secure a majority in one of the most efficient production sites for 300 mm wafers in Asia. Since Siltronic’s facilities for producing 200 mm wafers in Singapore are in the immediate vicinity, there will be additional benefits from synergies and cost advantages. The financial closing of the contract was definitively concluded on February 28, 2014.

In 2013, the joint venture was accounted for using the equity method. The purchase in 2014 will be accounted for in accordance with the rules for step acquisitions provided for in IFRS 3. The valuations and purchase price allocation have not yet been completed as the underlying financial data is still being compiled and analyzed.