Introduction

Siemens and Alstom sign Business Combination Agreement

On March 23, 2018, Siemens and Alstom have set the next key milestone for a champion in mobility. They have entered into a Business Combination Agreement (BCA) regarding the proposed combination of Siemens’ mobility business, including its rail traction drive business, with Alstom. This BCA follows the Memorandum of Understanding signed on 26 September 2017 and the conclusion of the required works council information and consultation process at Alstom regarding the proposed deal. The BCA sets forth the terms and conditions agreed upon by the two companies.

“Mobility is at the heart of today's global challenges. Thanks to its global reach across all continents, its scale, its technological expertise and its unique positioning in the digital transportation segment, the combination of Alstom and Siemens Mobility will provide its customers, and ultimately to all citizens, with smarter and more efficient systems to meet the mobility challenges of cities and countries.”
Henri Poupart-Lafarge Alstom Chairman & CEO

“This Franco-German merger sends a strong signal in many ways. It will give our customers around the world a more innovative and more competitive portfolio. Together, we can offer more choices and will be driving this transformation for our customers, employees and shareholders in a responsible and sustainable way.”
Joe Kaeser President and Chief Executive Officer of Siemens AG

Proposed Nominations for the future Siemens Alstom Board of Directors

These nominations have been approved by Alstom’s shareholders and will be effective upon completion of the deal itself to occur after approval by various authorities.

Roland Busch,

Chief Technology Officer and member of the Managing Board of Siemens AG, would serve as Chairman of the Board.

Dr. Roland Busch joined Siemens AG in 1994 as a Project Leader in the Corporate R&D Department. He has held multiple positions within Siemens and is currently the Chief Technology Officer and member of the Managing Board of Siemens AG. He holds a PhD in Physics from the Friedrich Alexander University in Erlangen-Nuremberg, Germany.
Yann Delabriere,

Currently Lead Independent Director of Alstom’s Board, remaining qualified by the Board as independent Director and to be appointed as Vice-chairman of the Board.

Mr Yann Delabrière is a graduate of the École Normale Supérieure (Mathematics), the École Nationale d’Administration. He began his career at the Cour des Comptes before working in the cabinet office of the Foreign Trade Ministry. He then worked as Chief Financial Officer for Coface and then Printemps Group. In 1990, he joined PSA as Chief Financial Officer and he became member of the Executive Committee in 1998. Mr Yann Delabrière was appointed Chairman and Chief Executive Officer of Faurecia from 2007 until July 2016 and remained Chairman of the Board until May 2017. He was then Chairman of the Management Board of Zodiac Aerospace from June 2017 until February 2018. Mr. Delabrière is currently Chairman of the Supervisory Board of IDEMIA. He is a former director of Cap Gemini SE and Société Générale.
Clotilde Delbos,

Renault Executive Vice President and Chief Financial Officer, qualified by the Board as independent Director.

Mrs. Clotilde Delbos started her career in California, then moved to Price Waterhouse in Paris before joining the Pechiney Group in 1992. She held various positions in France and in Brussels in Internal Audit, Treasury and Mergers & Acquisitions to then become Division Financial Director (Bauxite Alumina and International Trade). After the Pechiney acquisition by Alcan, Clotilde Delbos became in 2005 VP & Business Finance Director of the Engineered Products Division, until it was sold in 2011 to Apollo Global Management (Private Equity Fund) and to the “Fonds Stratégique d’Investissement”. In this new company, Constellium, her last two positions were Deputy CFO and Chief Risk Officer. She joined the Renault Group in 2012 as Group Controller. In 2014, she has been appointed member of the Renault Management Committee and appointed Alliance Global Director, Control, in addition to her role as SVP, Renault Group Controller. On April 25th 2016, Clotilde Delbos is appointed EVP, Chief Financial Officer and Chairman of the Board of Directors of RCI Banque S.A. and becomes a member of Renault Executive Committee.
Sigmar H. Gabriel,

Former German Minister of Foreign Affairs, qualified by the Board as independent Director.

Mr. Sigmar H. Gabriel is a German politician who was Minister for Foreign Affairs from 2017 to 2018 and Vice-Chancellor of Germany from 2013 to 2018. He was the leader of the Social Democratic Party of Germany (SPD) from 2009 to 2017. He was the Federal Minister of the Environment from 2005 to 2009 and the Federal Minister for Economic Affairs and Energy from 2013 to 2017. From 1999 to 2003, he was Prime Minister of Lower Saxony.
Sylvie Kandé de Beaupuy,

Group Ethics & Compliance Officer of Airbus group and current Alstom’s independent board member, remaining qualified by the Board as independent Director.

Ms Sylvie Kandé de Beaupuy started her career as a lawyer and was part of the Corporate/Mergers and Acquisitions Department at Clifford Chance in Paris for nearly 20 years. From 2003 to 2008, she was General Counsel and Compliance Officer within EADS ATR and member of the Executive Committee and the Transactions Approval Committee. From 2009 to 2015, she has been Group Chief Compliance Officer, then Executive Vice President - Group Corporate General Counsel at Technip SA. Since November 2015, Ms Kandé de Beaupuy is Group Ethics & Compliance Officer and member of its Diversity at Airbus Group.
Janina Kugel,

Chief HR Officer and Member of the Managing Board of Siemens AG.

Ms. Janina Kugel joined Siemens in 2001 as Vice President Business Transformation & Knowledge Management. She has held various positions within Siemens in Europe and was appointed to her current role in 2013. She was additionally named Chief Diversity Officer in 2014 and joined the Managing Board of Siemens AG in 2015. She holds a Master of Economics diploma from the University of Mainz (Germany) and the Universita degli Studi de Verona (Italy).
Henri Poupart-Lafarge,

Currently Chairman and CEO of Alstom, would serve as director and CEO of Siemens Alstom.

Mr Henri Poupart-Lafarge, is a graduate of École polytechnique, École nationale des ponts et chaussées and the Massachusetts Institute of Technology (MIT). He started his career in 1992 at the World Bank in Washington, D.C., before joining the French Ministry of Economy and Finance in 1994. Mr Henri Poupart-Lafarge joined Alstom in 1998, as Head of Investor relations and responsible for management control. In 2000, he became the Transmission and Distribution Sector’s Senior Vice President Finance, a position he held until the sale of the Sector in 2004. From 2004 to 2010, he was Chief Financial Officer of the Alstom Group, from 2010 to 2011 President of the Alstom Grid Sector and President of the Alstom Transport Sector from 4 July 2011 until his appointment as Chairman and Chief Executive Officer. Mr Henri Poupart-Lafarge has held the positions of Chairman and Chief Executive Officer of the Alstom Group since 1 February 2016.
Baudouin Prot,

Senior Advisor at Boston Consulting Group, qualified by the Board as independent Director.

Mr. Baudouin Prot began his career as an Inspecteur des Finances in the French administration after graduating from the École Nationale d’Administration. He joined the Banque Nationale de Paris in 1983 as Deputy Director of the Banque Nationale de Paris Intercontinentale prior to assuming the leadership of the Europe Department in 1985. He joined the management team of Réseaux France in 1987. For ten years (1987-1996), he was in charge of Réseaux France and appointed Deputy Managing Director in 1992. In 1996, he took on the role of Managing Director of the Banque Nationale de Paris and, at the time of the creation of BNP Paribas, he took on the position of Deputy CEO of the new group. In 2000, he was appointed to the Board of Directors of BNP Paribas. In 2003 he became CEO and Director of BNP Paribas, a position he held until 2011. From 2011 to 2014 he served as Non-Executive Chairman of BNP Paribas. He is currently Non-Executive Chairman of the Supervisory Board of Foncia SA and Senior Advisor at Boston Consulting Group.
Christina M. Stercken,

Director of Ascom Holding AG, Landis & Gyr Group AG, and Ansell Ltd., qualified by the Board as independent Director.

Ms. Christina M. Stercken started her career at BMW Pvt. Ltd. South Africa in sales and Marketing. She held various management positions at Siemens AG, including six years as Managing Director Corporate Finance M&A. She left Siemens in 2005 to become a Partner at Euro Asia Consulting (Germany). She holds Non-Executive Directorships in Ascom Holding AG and Landis & Gyr Group AG, Switzerland, and Ansell Ltd., Australia.
She is also a member of the Audit Committee in all three boards. In addition, she is the Vice Chairman of Myanmar Foundation, a charity organization for social projects in Myanmar. She holds a Diploma in Economics and Business Administration from the University of Bonn and Technical University of Berlin and an Executive MBA from Duke University, North Carolina, USA.
Ralf P. Thomas,

Chief Financial Officer and member of the Managing Board of Siemens AG.

Dr. Ralf P. Thomas has been a Siemens employee since 1995. He has held various management positions within the company and is currently the Chief Financial Officer of Siemens AG and member of the Managing Board. In addition to his activities for Siemens he is also currently the Chairman of the Administrative Board of the Accounting Standards Committee of Germany (DRSC). He holds a PhD in Income Tax Accounting from the university of Erlangen-Nuremberg.
Mariel von Schumann,

Chief of Staff of Siemens AG and Head of Governance and Markets.

Ms. Mariel von Schumann has held various management positions within Siemens since she began her career, including General Manager of Mergers and Acquisitions within the Corporate Finance Department and Head of the Investor Relations Department. She was appointed to her current role in 2013. She holds a degree in Economics and Business Administration and Management from the ICHEC University of Brussels (Belgium).

Facts & Figures

Key figures

65,000

employees

countries

€59.3B

order backlog

€15.6B

revenue

Key dates and milestones

July 17, 2018

Approval of the proposed combination of Alstom with Siemens’ Mobility business by Alstom’s shareholders

May 29, 2018

Authorization by the French financial markets authority (Autorité des Marchés Financiers, AMF)

May 28, 2018

Authorization by the Ministry for Economy and Finance under the decree relating to foreign investment in France

March 23, 2018

Signing of the Business Combination Agreement (BCA)

September 26, 2017

Signing of a Memorandum of Understanding

Worldwide presence

The industrial footprint and customer base of the planned future company are highly complementary worldwide, with critical size in each region. The global footprint will enable the combined company to access growth markets in Middle East and Africa, India, and Central and South America where Alstom is represented, and China, United States and Russia where Siemens is represented.

65 main locations

60 countries

Portfolio

The businesses of the two companies are largely complementary

Rolling Stock

Signalling

Services

Systems

The combination of two highly renowned brands with complementary portfolios will offer a significantly larger range of diversified products and solutions to meet multifaceted, customer-specific needs, ranging from cost-efficient mass-market platforms to high-end technologies.

More information

For further information please visit both companies' websites:

www.siemens.com

www.alstom.com

Disclaimer Siemens Alstom microsite

This website has been prepared for the purpose of providing information on Siemens’ and Alstom’s intentions about the planned combination. The completion of the Siemens Alstom transaction is subject to satisfaction of various conditions, including receipt of relevant regulatory approvals. The transaction is expected to complete at the end of 2018 but until then the Siemens and Alstom businesses will continue to operate (and compete commercially) independently of each other, as required by law. The content of this website is provided for information, but its existence does not permit or encourage any unlawful coordination of the Siemens and Alstom businesses prior to deal completion. If you have any questions on this, please contact Saar Dierckens for Siemens (saar.dierckens@siemens.com) or Anne-Laure Gosset for Alstom (anne-laure.gosset@alstomgroup.com).

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Combined data (including synergies) are estimates based on current assumptions of separation of Siemens’ Mobility business, and remain subject to effective completion of Siemens’ Mobility business’ carve-out. The content of this website may include forward-looking statements within the meaning of the safe harbour provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to statements relating to Alstom’s and Siemens’s beliefs and expectations regarding the proposed combination of Alstom and Siemens’ Mobility business (together the « Combined Business »), benefits that would be afforded to customers, benefits to the Combined Business that are expected to be obtained as a result of the proposed combination and the relevant parties’ ability to enhance shareholder value through, among other things, the delivery of cost savings and expected synergies. The content of this website are based on certain assumptions and reflect Alstom’s and Siemens’ current expectations. Any forward-looking statements made by or on behalf of Alstom or Siemens speak only as of the date they are made. Alstom and Siemens each disclaim any intention or obligation to update or revise any forward-looking statements on this website, whether as a result of new information, future events or otherwise.

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What we collect

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Siemens Alstom

Creating a world championcapable of addressing the challenges of tomorrow's mobility

Introduction

Proposed Nominations for the future Siemens Alstom Board of Directors

Roland Busch,

Yann Delabriere,

Clotilde Delbos,

Sigmar H. Gabriel,

Sylvie Kandé de Beaupuy,

Janina Kugel,

Henri Poupart-Lafarge,

Baudouin Prot,

Christina M. Stercken,

Ralf P. Thomas,

Mariel von Schumann,

Key dates and milestones

Worldwide presence

Portfolio

More information

Creating a world champion
capable of addressing the challenges of tomorrow's mobility