Gameforge Berlin AG
Frogster Interactive Pictures AG: Gameforge CEO Alexander Rösner appointed to the Supervisory Board / Negotiations with shareholder Gameforge for a domination and profit transfer agreement underway
Frogster Interactive Pictures AG / Key word(s): Change of Personnel/Contract 16.02.2011 / 07:30 Berlin, 16.02.2011: Alexander Rösner (41), CEO of Gameforge AG based in Karlsruhe, has been appointed to the supervisory board of Frogster Interactive Pictures AG with effect from 1 January 2011. Thus, Gameforge AG's majority stake in Frogster is reflected in the supervisory board. On 16 August 2010 Gameforge AG made a public bid to Frogster's shareholders and, at the offering deadline on 28 October 2010, held 81.15 percent of Frogster's shares and voting rights. Since 24 September 2010, the Berlin-based lawyer and notary, Hans-Joachim Schwenke, has been part of the three-member supervisory board of Frogster. He was appointed to the supervisory board based on a proposal from Gameforge AG and his appointment was received positively by the executive board. Gerhard A. Koning, chairman of Frogster's supervisory board comments: 'I am very happy to have Alexander Rösner joining the supervisory board since he is a direct representative of our main shareholder and one of the most respected figures in the online gaming industry internationally.' Christoph Gerlinger, CEO of Frogster: 'The engagement of Gameforge's CEO emphasizes the importance of Frogster within the Gameforge Group. We are looking forward to working together.' Furthermore Gameforge AG informed Frogster that it intends to set up a domination and profit transfer agreement between Gameforge AG as the dominant and profit share entitled company, and Frogster as the dominated and profit-transfer obligated company. Additionally it intends to cease the listing of Frogster's shares at the stock exchanges (so called 'delisting'). The executive boards of both companies have agreed to negotiate and prepare all necessary measures required for the agreement and to submit these for approval to the Supervisory Boards and the Annual Shareholder Meetings of both companies. Within the next days, Gameforge AG and Frogster will request the appointment of a mutually agreed contract auditor for the assessment of the domination and profit transfer agreement to be concluded. Under a domination agreement, a company is obligated to cede leadership to the dominant company for the duration of the contract period. With a profit transfer agreement, a company is obligated to transfer all profits to the other company for the duration of the contract period or, alternatively, entitled to receive compensation for any losses incurred. Contact: Frogster Interactive Pictures AG, Tel. +49 (0)30-28 47 01-0 End of Corporate News --------------------------------------------------------------------- 16.02.2011 Dissemination of a Corporate News, transmitted by DGAP - a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. DGAP's Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de --------------------------------------------------------------------- Language: English Company: Frogster Interactive Pictures AG Hardenbergstr. 9A 10623 Berlin Deutschland Phone: 030 / 284701-10 Fax: 030 / 284701-11 E-mail: frogster@ir-services.de Internet: http://www.frogster-ip.de/ ISIN: DE000A0F47J1 WKN: A0F47J Listed: Freiverkehr in Berlin, Düsseldorf, München, Stuttgart; Open Market (Entry Standard) in Frankfurt End of News DGAP News-Service --------------------------------------------------------------------- 112328 16.02.2011
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