Rheinmetall AG / Capital Increase Release of an Ad hoc announcement according to § 15 WpHG, transmitted by DGAP - a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. ---------------------------------------------------------------------- - Not for release, publication or distribution in the United States - Rheinmetall resolves capital increase July 6, 2009 Rheinmetall Aktiengesellschaft / Capital increase Ad hoc notification pursuant to § 15 of the German Securities Trading Act (Wertpapierhandelsgesetz) transmitted by DGAP - a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. Rheinmetall Aktiengesellschaft: capital increase of 3,599,000 shares resolved Dusseldorf, 6 July 2009. The Management Board of Rheinmetall Aktiengesellschaft, Dusseldorf, (ISIN DE0007030009) resolved, with the consent of the Supervisory Board, to partially utilise the Company's authorized capital to increase the share capital of the company by EUR 9,213,440 against contributions in cash by issuing 3,599,000 new ordinary bearer shares (with no par value) with the exclusion of pre-emptive rights of the existing shareholders. The new shares will be admitted to trading on the Regulated Markets of the Berlin, Dusseldorf, Frankfurt, Hamburg, Munich and Stuttgart stock exchanges with simultaneous admission to the sub-segment of the Regulated Market with additional post-admission obligations (Prime Standard) of the Frankfurt Stock Exchange without publishing a prospectus. The new shares are carrying full dividend rights from January 1, 2009. The shares will be placed in an accelerated bookbuilding offering to institutional investors in Germany, Europe and the United States of America. Goldman Sachs and Commerzbank are acting as joint bookrunners on the transaction. The net proceeds from this transaction will be used to finance the successful growth strategy in the Defence sector, to safeguard favourable external debt funding conditions and to reduce the debt position. At the same time, Rheinmetall confirms its May 2009 guidance for the current financial year, for which - including the one-off expenses at the Automotive division - the Rheinmetall Group still expects to deliver positive earnings before interests and taxes for 2009. Rheinmetall Aktiengesellschaft The Management Board This release contains statements concerning the expected future business of Rheinmetall Aktiengesellschaft's expected growth prospects and other opportunities for an increase in value of the company as well as expected future financial indebtedness, restructuring costs and other financial data. These forward-looking statements are based on management's current expectations, estimates and projections. They are subject to a number of assumptions and involve known and unknown risks, uncertainties and other factors that may cause actual results and developments to differ materially from any future results and developments expressed or implied by such forward-looking statements. Rheinmetall Aktiengesellschaft has no obligation to periodically update or release any revisions to the forward-looking statements contained in this release to reflect events or circumstances after the date of this release. This release does not constitute an offer to sell or a solicitation of an offer to buy shares of Rheinmetall Aktiengesellschaft. Shares of Rheinmetall Aktiengesellschaft may not be offered or sold in the United States of America absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Rheinmetall Aktiengesellschaft does not intend to conduct a public offering of shares in the United States. 06.07.2009 Financial News transmitted by DGAP ---------------------------------------------------------------------- Language: English Issuer: Rheinmetall AG Rheinmetall Platz 1 40476 Düsseldorf Deutschland Phone: +49 (0)211 473-4777 Fax: +49 (0)211 473-4157 E-mail: franz-bernd.reich@rheinmetall.com Internet: www.rheinmetall.com ISIN: DE0007030009 WKN: 703000 Indices: MDAX Listed: Regulierter Markt in Berlin, Frankfurt (Prime Standard), Düsseldorf, München, Hamburg, Stuttgart; Freiverkehr in Hannover End of News DGAP News-Service ---------------------------------------------------------------------------