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IWKA launches convertible bond issue

IWKA launches convertible bond issue important step toward optimizing the group's financing structure

24 April 2006

IWKA AG, a leading provider of technology in the automotive, robotics and packaging sectors, announces that it has launched an offering of senior, unsecured, convertible bonds with a 5.5 year maturity. The bonds will be issued by IWKA Finance BV, a 100% subsidiary of IWKA, and guaranteed by IWKA. Application will be made for the bonds to be listed on the Luxembourg Stock Exchange (EuroMTF segment).

IWKA is issuing the bonds to benefit from the attractive financing opportunities currently available in the convertible bond market. As part of this optimization IWKA also intends to refinance and term out existing debt via a bank facility. There are no current plans to raise additional equity.

After having almost completed the restructuring of its portfolio, IWKA is focusing on growing its core businesses. The optimization of the financial structure will help support this growth.

The bonds will be convertible into new Ordinary Shares of IWKA representing approximately 10% of IWKA's current issued share capital. The bonds will be redeemed at 100% and will pay a coupon of 3.75% annually in arrears. The conversion price is expected to be set at a premium of between 17% and 22% to the reference price. The final terms are expected to be announced later today with settlement expected on or around May 9, 2006.

Dresdner Bank Aktiengesellschaft will act as sole bookrunner and lead manager and Landesbank Baden-Württemberg as co-lead manager when the convertible bonds are placed with institutional investors outside the United States of America (Regulation S).

In the course of the placement, Dresdner Bank Aktiengesellschaft reserved the right to place shares of IWKA Aktiengesellschaft held by individual institutional investors with other institutional investors.

This document does not represent an offer for the acquisition of either convertible bonds or shares in the United States. Neither does it constitute a solicitation for offers to purchase convertible bonds or shares in the United States. The convertible bonds (the "Convertible Bonds") and the shares (the "Shares") of IWKA Aktiengesellschaft may not be offered or sold in the United States or to United States persons or any person acting on behalf of United States persons (as defined in the currently applicable revision of Regulations S of the American Securities Act of 1933 (the ?Securities Act?)), unless they are registered or exempted from the obligation to register as stated in the Securities Act. The Convertible Bonds and Shares are not and will not be registered in accordance with the Securities Act. An offering for convertible bonds or shares could be placed in the United States solely on the basis of a prospectus and detailed information about IWKA Aktiengesellschaft and its management and financial statements.