Ruling issued by the Swiss Takeover Board in conjunction with the planned new share buy-back program and the share buy-back program which was publicly announced on 8 March 2012
Absolute Invest AG herewith announces that the Swiss Takeover Board (Übernahmekommission), having assessed the company's request to conduct a new share buy-back program, has declared that Absolute Invest AG may go ahead with a new buy-back program entailing up to 599,555 Absolute shares only subject to adherence to all relevant provisions and the following conditions: the share buy-back program must be either in the form of a fixed-price offer or issued options, and the price must be at least USD 37.50. In addition, the public buy-back announcement must report transparently on the new investment strategy and the plan to inform the shareholder group Alpine (consisting of Alpine Select AG and Thomas Amstutz) and other shareholders or shareholder groups with more than 3% of the voting rights.
The Swiss Takeover Board furthermore determined that within the context of the buy-back program publicly announced on 8 March 2012, Absolute Invest AG breached the obligation to treat all shareholders equally (Art. 1 and 24 Para. 2 of the Swiss Stock Exchange and Securities Trading Act - "BEHG"; Art. 1 and 4 Para. 2 lit. a of the Swiss Takeover Ordinance - "UEV"), that the volume of shares bought back was 100% too large (Margin Nos. 8 and 12 of the Swiss Takeover Board's Circular No. 1 concerning share buyback programs) and that the principle of transparency was breached (Art.
1 BEHG; Art. 1 and 4 Para. 2 lit. a UEV; Margin No. 7 of the Swiss Takeover Board's Circular No. 1). For cost/benefit considerations the company has decided not to appeal against the directive.
The Swiss Takeover Board will be publishing its ruling on its own website on the day on which the company issues a public announcement on the subject of the share buy-back program, or at the latest on 31 January 2013.
For the present, the Board of Directors of Absolute Invest AG will not be going ahead with the shareholder-approved launch of a new share buy-back program in respect of 10% of the shares. However it will continue, as in all previous years, in the interests of shareholders, to assess possible steps to reduce the discount as well as to make capital repayments.
If you have any further questions, please do not hesitate to contact Mr Thomas Amstutz, member of the Board of Directors, under the telephone number +41 (0)43 888 63 00 or by e-mail: thomas.amstutz@aiservices.ch.
Absolute Invest AG
The Board of Directors
Zug, 6 January 2013

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