Schaeffler and Vitesco Technologies sign business combination agreement

Schaeffler AG today entered into a Business Combination Agreement (BCA) with Vitesco Technologies Group AG to jointly create “a leading Motion Technology Company”. Under the BCA, Vitesco will support the overall transaction including the ongoing public tender offer by Schaeffler and the subsequent merger of Vitesco with Schaeffler.

By joining forces, Schaeffler and Vitesco will be able to complete and broaden their business and technology portfolios along four focused “pure play” divisions with leading positions in their respective end markets. The combined company will offer a complete range of products, particularly in electrification, to leverage the accelerated growth potential of e-mobility.

The combined company will have annual Pro-forma sales of around 25 billion euros and employ more than 120,000 people. Schaeffler assumes that the business combination offers significant synergy potential with an expected EBIT effect of 600 million euros per year, which should be fully reached in 2029.

Klaus Rosenfeld, CEO of Schaeffler AG, said: “At Schaeffler, we are fully convinced that both companies ideally complement each other and will thus be stronger together. We are pleased that, after intense and, in part, for both sides challenging discussions, we came to a business combination agreement, which now lays the ground for a swift and effective integration. This is an important milestone on our way to creating a leading Motion Technology Company.”

Recognizing that it is the responsibility of the Supervisory Board to appoint the members of the Management Board, Schaeffler and Vitesco agreed on a nine-member Management Board, which will be led by Schaeffler CEO Klaus Rosenfeld. The Management Board will also include the four functional leaders CFO, CHRO, CTO and COO as well as the four divisional CEOs of the newly formed divisions.

It was further agreed that the combined company will be named Schaeffler AG. The company’s headquarters will be in Herzogenaurach. The allocation of the divisional headquarters will be further discussed between the parties.