Bosch Intends to Acquire All Shares in ZF Lenksysteme

September 15, 2014 RF 00240-d Lo, Rg/Wä

Bosch intends to acquire all shares in ZF Lenksysteme

Presentation by Dr. Volkmar Denner,

Chairman of the Board of Management of Robert Bosch

GmbH, at the teleconference on September 15, 2014

Check against delivery.

Robert Bosch GmbH Postfach 10 60 50 70049 Stuttgart

Corporate Communications, Brand Management, and Sustainability E-Mail: [email protected] Phone: +49 711 811-6283 Fax: +49 711 811–7612

Senior Vice President: Uta-Micaela Dürig

Ladies and gentlemen,

I would like to welcome you to this press conference, which has been called at very short notice. Following a press release you received from us earlier this morning, we would now like to inform you personally about the planned acquisition of ZF Lenksysteme GmbH (ZFLS) by Bosch.

We plan to increase our stake in ZFLS to 100 percent. Up to now, the two parent companies Bosch and ZF have each held a 50 percent stake in this joint venture. An agreement to this effect was signed today, on September 15, 2014. We have agreed not to disclose the purchase price.

Since we set up ZF Lenksysteme GmbH with ZF in 1999, the company has gone from strength to strength. Last year, ZFLS generated sales of some 4.1 billion euros, a 3 percent increase over 2012. It also increased its earnings by 4 percent to 167 million euros. As a successful, profitable, and innovative company, ZFLS fits very well into the Bosch Group, from both a strategic and a technological perspective.

ZFLS develops, manufactures, and sells electric and hydraulic steering systems for passenger cars and commercial vehicles worldwide. The ZFLS product portfolio includes complete steering systems, steering columns, pumps, and steering accessories.

This portfolio complements Bosch’s own perfectly: Bosch is a technological leader in electrification, automation, and vehicle connectivity. ZFLS is a technological leader in the growth area of electric steering, which is precisely the core technology for automated driving, for safer and more efficient vehicles, and for electric cars. ZFLS already generates some 60 percent of its total revenue with modern, fuel-efficient electric power steering systems. One reason for the success of efficient steering systems is their potential to reduce consumption: for instance, such systems allow a mid-size vehicle with a two-liter engine to save up to 0.8 liters of fuel per 100 kilometers. Electric steering will become increasingly important: driver assistance systems already use electric steering to support the

2 of 6 driver and make driving safer. And for electric cars and the automated vehicles of the future, electric steering is a key component. Let me give you three examples of how electric steering is complemented by Bosch products from the area of driver assistance, and thus of automated driving:

1. Vehicle stabilization: classic ESP automatically brakes individual wheels. This stabilizes the vehicle. A simultaneous automatic steering intervention offers an additional increase in stability. This enables a vehicle to be more quickly stabilized, especially when braking on uneven surfaces or in the case of oversteering. Electric steering helps make driving safer.

2. Accident prevention: emergency braking assistants can already save lives by initiating hard braking before the vehicle collides with an obstacle. With electric steering, the assistant can also take evasive action if braking hard is not enough. Electric steering helps avert accidents.

3. Automated driving on the freeway: traffic-jam assistants ensure a safe and comfortable drive. They brake, accelerate, and steer automatically. This function would not be possible either without electric steering. Electric steering makes for a more relaxed journey.

All these examples show how the acquisition of all shares in ZFLS can allow Bosch to further expand its range of systems for automated driving. The company’s automotive technology business will benefit from the excellent future prospects of ZFLS’s products. By taking over ZFLS, we are strengthening our ability to actively shape the future of mobility.

Like Bosch, ZFLS is driven by innovation: of its roughly 13,000 associates, around 1,400, or more than one in ten, work in research and development. Last year, R&D expenditure at ZFLS came to some 238 million euros. Its R&D cost ratio is thus 5.8 percent. Since its establishment, ZFLS has filed around 750 patents.

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Servotwin steering, for example, one of its most recent developments, marks the company’s entry into the area of electric commercial-vehicle steering. With this innovative steering system, ZFLS has paved the way for assistance functions in commercial vehicles as well.

Connectivity is one of the focal points of R&D work at ZFLS, and solutions for connected life are one of Bosch’s strategic objectives.

Using software developed in-house, ZFLS is connecting components to create integrated systems. For example, as early as 2013, ZFLS premiered a passenger-car reversing solution which allows a car hooked up to a trailer to be parked or maneuvered safely and quickly from the curbside using a smartphone. This “smart trailer parking” app is now ready for series production.

Moreover, ZFLS has now adapted this passenger-car reversing app to heavy trucks, and presented a prototype. Even extra-long trucks, whose second trailer means there is a double risk of jackknifing, can be reversed using the app developed in-house at ZFLS. For this “truck trailer parking” app to work, the truck has to be fitted with state-of-the-art ZFLS technology: its core element is the Servotwin electro-hydraulic steering system with its electronic interface.

The success of ZFLS does not depend only on the number of innovations that the company has brought to market. Its associates have a highly developed sense of quality, are extremely dedicated, and identify with the products they make. These are and will remain crucial success factors for ZF Lenksysteme, and will remain so in the future, when Bosch is the sole parent company.

Ladies and gentlemen, whether as a supplier of individual components or provider of complete systems, ZFLS is a respected partner for automakers. Its customer relations are reflected in its global presence: the company is active in the world’s most important automotive markets. ZFLS has 20 locations across the globe. Alongside locations in Europe, the U.S., and China, ZFLS also produces in India, Brazil, and Malaysia. 4 of 6

This global presence allows ZFLS to benefit from the growth of major economies and from the boom in the emerging markets. In recent years, ZFLS has invested heavily in growth regions and resolutely pursued a strategy of globalization. Most recently, ZFLS has been focusing its investments on North America and Asia.

Over the past few years, ZFLS has gained market share, and has been able to increase its sales above all in the world’s growth markets. The company wants to further increase its market share, and expects to see further profitable growth in Asia (and especially China) and North America.

Ladies and gentlemen, I believe I have demonstrated all too clearly how well ZFLS complements our company. We plan to integrate the company into the Bosch Group as a separate division. It will keep its legal form. We believe ZFLS will become an important part of our Automotive Technology business sector. We want to take on all ZFLS associates and companies. But first we have to get the approval of the antitrust authorities. We hope to be able to finalize the transaction by early 2015.

We have been working successfully with ZFLS for more than 15 years now, and look forward to continuing this collaboration in a new constellation in which ZFLS is part of Bosch. In this way, we are strengthening Bosch’s ability to actively shape the future of mobility.

Contact person for press inquiries: Robert Bosch GmbH Udo Rügheimer, René Ziegler, Phone: +49 711 811-6283 Phone: +49 711 811-7639

ZF Friedrichshafen AG Andreas Veil Phone: +49 7541 77 7925 E-mail: [email protected]

About Bosch:

The Bosch Group is a leading global supplier of technology and services. In 2013, its roughly 281,000 associates generated sales of 46.1 billion euros. (NB: Due to 5 of 6 a change in accounting policies, the 2013 figures can only be compared to a limited extent with the 2012 figures). Its operations are divided into four business sectors: Automotive Technology, Industrial Technology, Consumer Goods, and Energy and Building Technology. The Bosch Group comprises Robert Bosch GmbH and its roughly 360 subsidiaries and regional companies in some 50 countries. If its sales and service partners are included, then Bosch is represented in roughly 150 countries. This worldwide development, manufacturing, and sales network is the foundation for further growth. In 2013, the Bosch Group invested some 4.5 billion euros in research and development and applied for some 5,000 patents. This is an average of 20 patents per day. The Bosch Group’s products and services are designed to fascinate, and to improve the quality of life by providing solutions which are both innovative and beneficial. In this way, the company offers technology worldwide that is “Invented for life.”

The company was set up in Stuttgart in 1886 by Robert Bosch (1861-1942) as “Workshop for Precision Mechanics and Electrical Engineering.” The special ownership structure of Robert Bosch GmbH guarantees the entrepreneurial freedom of the Bosch Group, making it possible for the company to plan over the long term and to undertake significant up-front investments in the safeguarding of its future. Ninety-two percent of the share capital of Robert Bosch GmbH is held by Robert Bosch Stiftung GmbH, a charitable foundation. The majority of voting rights are held by Robert Bosch Industrietreuhand KG, an industrial trust. The entrepreneurial ownership functions are carried out by the trust. The remaining shares are held by the Bosch family and by Robert Bosch GmbH.

Additional information is available online at www.bosch.com, www.boschpresse.de, http://twitter.com/BoschPresse

About ZF:

ZF is a worldwide leading technology company in driveline and chassis technology with 122 production companies in 26 countries. In 2013, the Group achieved a sales figure of EUR 16.8 billon with approximately 72,600 employees. In order to continue to be successful with innovative products, ZF annually invests about five percent of its sales (2013: EUR 836 million) in research and development. ZF is one of the ten largest automotive suppliers worldwide.

For further press information and photos please visit: www.zf.com.

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