RellermeyerPartner and Westerfelhaus advised Mr. Robert Tönnies on reaching an agreement with his uncle Mr. Clemens Tönnies and the reorganization of the corporate group. With the agreement, the Tönnies Group will be restructured with the inclusion of the Zur Mühlen Group and will receive new corporate governance. All legal and other disputes among the Tönnies shareholders have been finally resolved by the agreement.

Under the future Tönnies Holding, all previous activities of the Tönnies Group and the Zur Mühlen Group will be continued in restructured divisions. The shareholders Clemens Tönnies and Robert Tönnies have equal shares in Tönnies Holding. Mr Clemens Tönnies and Mr Robert Tönnies will manage the Tönnies Holding as a family holding company together with an advisory board, to which Mr Clemens Tönnies and Mr Robert Tönnies as well as other entrepreneurial personalities belong.

For further details, please refer to the following company press release.

The agreement is still subject to the approval of the antitrust authorities.

Consultants Robert Tönnies:

RellermeyerPartners: Dr. Klaus Rellermeyer, Dr. Stefan Gröblinghoff

Tax law: WESTERFELHAUS audit, tax, legal: Jens-Uwe Göke, Dr. Marcus Eggert

Team other out-of-court representation at RellermeyerPartners: Dr. Klaus Rellermeyer, Dr. Stefan Gröblinghoff, Dr. Björn Goslar, Katharina Carl, Katharina Krauß

Consultant Clemens Tönnies:

Noerr LLP: Dr. Tobias Bürgers, Dr. Georg Schneider, Sebastian Voigt

Consultant Cartel Law (of the market) Prof. Dr. Hans Jürgen Meyer-Lindemann (Dechert)

Notary: Dr. Armin Hauschild (Notary’s office Zimmermann Hauschild, Düsseldorf)

+++ Joint press release by Clemens Tönnies and Robert Tönnies +++

Tönnies family dispute settled by reorganization of the corporate group

Clemens Tönnies (60) and Robert Tönnies (38) have agreed together with Maximilian Tönnies (26), the son of Clemens Tönnies, on a reorganization of the Tönnies Group and the Zur Mühlen Group. With the reorganization of the group and the agreement on future-oriented corporate governance, all legal and other disputes among the Tönnies shareholders are settled for good and the accusations made in this context will be irrelevant.

The reorganization of the Tönnies Group is supported by seven important cornerstones:

•  Under the future Tönnies Holding, all previous activities of the Tönnies Group and the Zur Mühlen Group will be continued and further developed in restructured divisions.

•  The shareholders Clemens Tönnies and Robert Tönnies have equal shares in Tönnies Holding.

•  Clemens and Robert Tönnies will manage Tönnies Holding as a family holding company together with an advisory board, which will include Clemens Tönnies and Robert Tönnies as well as other entrepreneurial personalities. Instead of the previous committee, the new advisory board will advise on key issues and resolve any stalemates that may arise.

•  On the basis of the successes and merits of Bernd Tönnies as founder of the group and of Clemens Tönnies during the past more than two decades, the new Tönnies Holding will continue and expand the successful development of the company as an integrated market leader in Europe.

•  The company will be headed by the management of Tönnies Holding, consisting of four managing directors who will be appointed in equal parts by the shareholders of the two family tribes.

•  The following managing directors will be responsible for the divisional companies and central divisions of the reorganised group: Frank Duffe (Meat and Ingredients), Josef Tillmann (Technology), Christian Kreuter (IT and Human Resources), Karl-Heinz Schlegel (Convenience), Daniel Nottbrock (Finance and Higher Administrative Departments) and in future Axel Knau (Sausages).

•  With the entry of Maximilian Tönnies as a shareholder, the prerequisite for a smooth transition to the next generation has been created.

“With our unification agreement, we are drawing a line under the past and together we are focusing on a successful future for Tönnies. We are joining forces to make our joint company fit for the future by restructuring it,” say Clemens and Robert Tönnies.

The agreement is still subject to approval by the antitrust authorities.

Press Release Tönnies April 21, 2017

Press contact:

Dr. André Vielstädte +++ In the Mark 2 +++ 33378 Rheda-Wiedenbrück

05242/961-5338 +++ 0152/22666189 +++ andre.vielstaedte@toennies.de