SAF-HOLLAND Annual Financial Statements Detlef Borghardt, CEO Wilfried Trepels, CFO. March 14, 2013

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1 SAF-HOLLAND Annual Financial Statements 212 Detlef Borghardt, CEO Wilfried Trepels, CFO March 14, 213

2 Agenda 1 SAF-HOLLAND at a glance 3 2 Strategy and market positioning 9 3 Financial information 17 4 Appendix 36 2

3 SAF-HOLLAND at a glance General information One of the leading global producers and suppliers of key systems and components for the trailer, truck, bus, and recreational vehicle industries 31 subsidiaries including 17 manufacturing facilities on five continents ~3,1 employees ~9, Aftermarket spare parts and service stations around the world Components and systems Fifth wheels Kingpins Key financial information FY 212* / FY 211* Sales: 859.6mn (+3.4%) / 831.3mn Adjusted EBIT**: 58.2mn (+.3%) / 58.mn Adjusted EPS:.68 (3.%) /.66 Operating cash flow before income tax: 59.5mn (+28.%) / 46.5mn Equity ratio: 36.9% (+ 4.5%-points) / 32.4% Suspensions Landing gear Axle systems 3 * Adjusted for effects of IAS 19R ** Please refer to page 4 for detailed information on EBIT adjustments

4 History 1881: SAF Group was founded, beginning with the production and supply of ploughs and other agricultural products 191: Holland Group was founded, beginning its business with the production of pressure release hitches connecting horses to ploughs 26: Merger between SAF Group and Holland Group 27: IPO of SAF-HOLLAND (Prime standard) 28: Acquisition of Georg Fischer Verkehrstechnik GmbH (second-leading manufacturer of fifth wheels in Europe) and landing leg business of US manufacturer Austin- Westran 21: Private equity company Pamplona Capital Partners I, LP sold its remaining shares (34.5%) and inclusion of SAF-HOLLAND in the SDAX 211: Capital increase to 41.2mn shares (from 2.7mn) 212: Capital increase to 45.4mn shares (from 41.2mn) Shareholder Structure 1) (in %) Free float 1% thereof Members of Management Board and Board of Directors 4.61% As of March 14, ) After capital increase on November 3, 212

5 Organisational structure Trailer Systems Business Unit Powered Vehicle Systems Business Unit Aftermarket Business Unit Sales 212: 473.5mn (55.1% of group sales) Sales 211: 472.8mn (56.9% of group sales) Sales 212: 157.6mn (18.3% of group sales) Sales 211: 154.mn (18.5% of group sales) Sales 212: 228.5mn (26.6% of group sales) Sales 211: 24.5mn (24.6% of group sales) Axle systems Landing gears Kingpins and coupling products Suspensions Fifth wheels Suspensions (Truck, Bus & RV) Tag axles Global aftermarket and service network 5

6 A global player Core sales regions Production sites Canada Woodstock Norwich Germany Bessenbach/Keilberg Wörth am Main Bessenbach/Frauengrund Singen China Xiamen USA Holland Muskegon Warrenton South Warrenton North Wylie Dumas Australia Melton Brazil Jaguariuna South Africa Johannesburg India Tamilnadu (Joint Venture) 6

7 Management board Detlef Borghardt Wilfried Trepels Jack Gisinger Steffen Schewerda Alexander Geis CEO since 211 Previously Mr. Borghardt was Head of the Trailer Systems Business Unit He joined in 2, as Head of Sales, Services, and Marketing Before, Mr. Borghardt held various leadership positions with Alusuisse-Lonza CFO since 25 Previously, he was a member of the management board of Dürr Systems and of Schenck Process In addition, he has worked for Dürkopp Adler as Director of Finance and Accounting Head of the Powered Vehicle Systems Business Unit and Head of Group Engineering since 27 Mr. Gisinger joined the Group in 198 and has held various engineering and management positions Head of the Trailer Systems Business Unit since 211 and member of the management board since 27 He joined the Group in 1997 Previously, Mr. Schewerda served as head of materials management, logistics, and production at the Group's facility in Keilberg Head of the Aftermarket Business Unit since 29 and member of the management board since 211 His career at SAF- HOLLAND started in At last he was Vice President Aftermarket and deputy member of the management board 7

8 Agenda 1 SAF-HOLLAND at a glance 3 2 Strategy and market positioning 9 3 Financial information 17 4 Appendix 36 8

9 Right setup to achieve further growth 1 Participation in growing markets 2 Globally strong market position in oligopolistic markets 3 Unique selling model with direct access to strong end customer base 4 Strong Aftermarket business supports independence from cycles in truck industry 5 Growth potentials and strategic options in growing markets 6 Strong financial profile as basis for further growth initiatives 9

10 1 Participation in growing markets Global heavy truck production in thousand* 2,5 2, 1,5 1, E 215E Global trailer production in thousand* 1, E 215E Europe Europe North North America America BRIC BRIC CAGR Total: 4.6% BRIC: 2.3% North America: 6.8% Europe: 13.4% CAGR Total: 7.4% BRIC: 5.1% North America: 11.1% Europe: 1.2% Increase in truck and trailer production is mainly driven by: Pent-up demand in Europe and North America Continuous increase of transport volume worldwide Expansion of infrastructure and strong market growth in BRIC countries Outsourcing of production Different product life cycles in truck and trailer markets balances volatility across the cycle 1 Source: L.E.K. Consulting, February 211 *includes Europe, North America and BRIC countries (Brazil, Russia, India, China) accounting for c. 9% of total global truck and trailer market

11 2 Globally strong market position in oligopolistic markets Products SAF-HOLLAND Market Position Market Shares Europe North America Europe North America SAF- HOLLAND Top 3 SAF- HOLLAND Top 3 Axles # 2 # 3 35% 84% 1% 98% Trailer Systems Suspensions Kingpins Landing gears # 2 # 2 n.a. # 3 # 1 # 1 27% 32% n.a. 82% 99% 9% 16% 88% 61% 85% 98% 96%* Powered vehicles Fifth wheels Truck & Bus suspensions # 2 n.a. # 1 # 2 22% n.a. 98% 85% 5% 6% 1% 36%* Aftermarket Service points # 1 # 1 approx. 9, Aftermarket points 11 Source: L.E.K Consulting, February 211 *Top 2 players Areas for improvement

12 3 Unique selling model with direct access to strong end customer base Customer feedback on needs Brands representing superior product performance and aftermarket service Push Sales OEM Pull Sales End Users Sales focus on fleet managers Axle Systems Approx. 8% of the axle purchasing decisions are specified by end user End users choose SAF-HOLLAND because of Excellence in quality, design and manufacturing Superior quality and performance Leadership in technological innovation High standards of safety Lower total costs of ownership and higher efficiency to end user driven by leading technologies cost of ownership and lightweight components 12 Source: L.E.K Consulting, February 211

13 4 Strong Aftermarket business supports independence from cycles in truck industry North America approx. 3,6 Europe (incl. Russia) approx. 4,3 Strong performance in sales and EBIT margin in mn % 3% % 2% % 14.3% 15.7% 14.5% 15% 1% 5 5% Target 215 Sales Adj. EBIT margin* % Installed base of axles and fifth wheels supply is relevant for the spare parts business RoW approx. 1,1 # 1 in number of worldwide aftermarket service network in Europe and North America with around 9, Aftermarket service and spare parts stations Extensive service network as one of the key drivers for the strong access to OEMs and end users as well as significant barrier to entry for new competitors in thousand 2,5 2, 1,5 1, Axles Fifth wheels 13 * Please refer to page 4 for detailed information on EBIT adjustments

14 5 Strategic options for potential acquisitions in growing markets Potential strategic options for additional growth Trailer Systems Business Unit Ongoing market consolidation shows a buyer s market Reasonable investment opportunities Economies of scale and additional market share Aftermarket Business Unit Broadening of product portfolio for A2 and third party products to accelerate growth Bundling of advantages from broadened product portfolio with strong sales force of existing Aftermarket network lead to significant more market coverage Ongoing market exploration in Brazil, India and China BRIC Consolidation in the market of independent and captive axle producers in Brazil results in attractive investment opportunities Opportunities in highly attractive bus business in India and China to compensate cyclicality in BU Powered Vehicles Systems Premises for realization of strategic options: Availability of opportunities of reasonable value / price Only realization if complement of existing business units 14

15 6 Strong financial profile as basis for further growth initiatives Financial targets Significantly improved financial profile through capital increase and bond placement Reduction of interest costs Further improvement of the equity ratio to approximately 4% Dividend payment of 4-5% of the available net earnings when equity ratio meets about 4% reported in the annual financial statements Further reduction of net debt Long-term safeguarding of liquidity Increase the diversification of funding sources Financing in place New financing agreement with new syndicated loan, as of Oct. 5, 212: Increased volume from 229mn to 26mn ( 21mn after repayment of 5mn from bond) Improved Covenants Unsecured financing Reduction of the bank syndicate from 14 to 8 banks Placement of 75mn prime standard bond, as of Oct. 18, 212: 5mn used for repayment loan, 25mn available for further growth Diversification of financing Further independence of banks Additional sector of private investors 15

16 Agenda 1 SAF-HOLLAND at a glance 3 2 Strategy and market positioning 9 3 Financial information 17 4 Appendix 36 16

17 Executive Summary business volume successfully expanded in Group sales increased yoy by 3.4% from 831.3mn to 859.6mn. 2 Stable adj. EBIT of 58.2mn (previous year: 58.) and adj. EBIT margin of 6.8% (previous year: 7.%), compensating the expired project in Q3/211.* 3 In Financial Year 212, SAF-HOLLAND applied the new accounting standard IAS 19R, the amended version of IAS 19 Employee Benefits (details on slide 24). 4 Improved and diversified financial profile after new financing agreement, bond placement and capital increase. 5 Increased cash flow and stable net working capital performance. 6 Outlook 213 Sales between 875mn and 9mn. Adj. EBIT above 6mn and stable or even increasing adj. EBIT margin. No anticipation of any major negative one-time impacts on earnings and therefore significant improvement of actual result for 213. Confirmation of mid-term targets: Sales 1bn and 1% adjusted EBIT margin. 17 * Adjusted for effects of IAS 19R

18 Business performance group sales and group adjusted EBIT Sales in mn Adjusted EBIT in mn* 1, % % % 12% 8% % 7.2% 7.3% 6.1% 6.6% 6.8% 6.7% 6.9% 4% Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 % * Adjusted for effects of IAS 19R

19 Business performance sales by region and business unit Sales in mn by region Sales in mn by business unit 7 1, North America Europe Other Trailer Systems Powered Vehicle Systems Aftermarket 1, +39.7% % (6.6%) (4.9%) (5.2%) (6.7%) (24.6%) +11.7% (26.6%) % -4.8% (5.7%) (55.8%) (5.6%) % (54.9%) 5 (18.5%) (18.3%) 4 +.1% % +1.6% (42.7%) 2 (39.3%) (42.7%) (56.9%) (55.1%) (39.9%) 1 Q1-Q3/211 Q1-Q3/

20 Business performance Trailer Systems Sales in mn Summary Sales of 473.5mn YTD 212 (YTD 211: 472.8) Pent up demand and growing interest in SAF-HOLLAND 1 axle and suspension systems in N.A. 8 Slight sales decrease in Europe due to cautious market 6 environment and outstanding realization of pent up demand 4 was nearly compensated by positive development in N.A. 2 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q Adjusted EBIT in mn and margin in %* % % 3.7% % % 3.2% 3.% % 6% 5% 4% 3% 2% Decline yoy of adj. EBIT from 14.8 to 14.3mn Nearly stable adj. EBIT margin of 3.% (previous year: 3.1.%) Seasonally weaker adj. EBIT margin in Q4/212 in line with previous fiscal year 1 1% 2 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q * Adjusted for effects of IAS 19R %

21 Business performance Powered Vehicle Systems Sales in mn Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q Summary Sales of 157.6mn YTD 212 (YTD 211: 154.), which equals a growth yoy of 2.3% Growth in sales in N.A. driven by realization of pent up demand from Q4/11 to Q2/12 followed by a normalization in the 2 nd half-year The expected weaker truck sales in Europe and deterioration of pent-up demand caused by the remaining economic uncertainties showed slightly less influence than predicted on the Business Unit s total sales development Adjusted EBIT in mn and margin in %* 6 32% Increase yoy of adj. EBIT from 14.2 to 15.6mn % % 8.7% 8.3% 8.1% 9.5% 9.% % 27% 22% 17% 12% 7% Increase yoy of adj. EBIT margin from 9.2% to 9.9% Despite the missing earnings contribution of the expired project in N.A. profitability strongly improved; this was mainly caused by an improved customer and product mix 1 2% 21 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q * Adjusted for effects of IAS 19R -3%

22 Business performance Aftermarket Sales in mn Summary Sales of 228.5mn YTD 212 (YTD 211: 24.5), which equals a strong growth yoy of 11.7% Strong growth due to high installed product base, increased 4 selling organization and successful positioning of A2 brand Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q Adjusted EBIT in mn and margin in %* % % 14.8% 14.5% 14.6% 14.3% 15.1% 13.9% 2 35% 3% 25% 2% 15% 1% 5% Increase yoy of adj. EBIT from 32.1 to 33.1mn Decrease yoy of adjusted EBIT margin from 15.7% to 14.5% Decline in profitability mainly caused by higher costs for expansion activities such as the establishment of the new Parts Distribution Center in Mexico Seasonally weaker adj. EBIT margin in Q4/212 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q % 22 * Adjusted for effects of IAS 19R

23 Business performance operating cash flow Operating cash flow before income tax in mn Net working capital in mn and as % of sales ,7 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q Termination of discount programm ca. - 12mn 6, Prepayments related to Q1/212, received in Q4/211 ( 6mn) Factoring effect of 3.9mn in June, 4.3mn in September and 7.8mn in 2.1 December % 8.3% 1.5% 9.6% 1.2% 1.% 1.3% 1.2% Average: 13.3mn 25% 2% 15% 1% 5% Summary Strong operating cash flow of 59.5mn YTD 212 (YTD 211: 46.5) due to lower Net Working Capital increase of 11.1mn (previous year: 25.4). Negative one-time effect of 6.mn in January balanced by factoring effect of 7.8mn in total for 212. Net Working Capital increased to 82.5mn (Q4/211: 78.2) due to higher business volume and almost reached the target of <1%. Days of inventory were 48 days and therefore slightly above the target of 45 days. Inventories in mn and days of inventories Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q % Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q

24 New accounting standard IAS 19R In Financial Year 212, SAF-HOLLAND applied the new accounting standard IAS 19R, the amended version of IAS 19 Employee Benefits : keur 12/31/212 IAS 19R 12/31/212 IAS 19 Change Other non-current assets 859 6,34-5,445 Deferred tax assets 35,647 25,687 9,96 Retirement benefit obligations 39,251 13,991 25,26 Equity 197, ,68-2,745 Total (changes total assets changes total equity and liabilities) Operating result 45,547 43,92 1,627 Finance result -29,572-28,271-1,31 Income taxes -8,557-8,451-1 Result for the period 7,418 7, IAS 19R eliminates the corridor method for recognizing actuarial gains and losses. For better comparability, IAS 19R was applied retroactively to the financial year

25 Financials balance sheet in mn 12/31/212* % 12/31/211* % Non-current assets % % Inventories % % Other current assets % % Cash and cash equivalents % % Total assets % % Equity % % Other non-current liabilities % % Interest bearing loans and borrowings % % Other current liabilities % % Net debt as of December 31, 212: 141.8mn (12/31/11: 159.7mn) 25 * Adjusted for effects of IAS 19R

26 Equity reconciliation capital increases lead to strong capital structure In mn Pension adjustments IAS 19R (OCI) Other adjustments Capital increase Transaction Costs (net) Pension adjustment IAS 19R (OCI) Changes in FV of derivatives hedges (OCI) Foreign currency conversion (OCI) 26.6 Result for the period Capital increase Transaction costs (net) Foreign currency conversion (OCI) Pension adjustment IAS 19R (OCI) Changes in FV of drivatives hedges (OCI) Result of the period Equity positively influenced by two capital increases ( 165.3mn in total) and positive earnings ( 34.mn) and negatively influenced by application of IAS 19R ( 2.7mn in total). 26

27 Net debt reconciliation one-time effects related to refinancing In mn Success fee paid Redemption Swap Cash increase caused by capital incrase Financing fees paid Interest paid Operative * In Financial Year 212 several one time effects related to the optimization of the financial structure of the Group influenced the net debt position (new financing, bond, capital increase). 27 * Net debt as of December 31, 212 also includes bond 75mn

28 Financials profit and loss statement in mn 212* % 211* % Sales % % Cost of Sales % % Gross Profit % % Selling expenses % % Administrative expenses % % R&D % % Other % Operating result % % Financial result % % Earnings before tax % % Income tax % Result for the period 7.4.9% % 28 * Adjusted for effects of IAS 19R

29 Financial result reconciliation several one-time effects in mn Total finance income and expenses FX effects (IC) Swap expenses Redemption success fee Extraordinary write off finance fees Total one-time effects Bank interest Pension interest Amortisation finance fees Interest income.2.1 Other current charges Total current finance income and expenses

30 Income tax reconciliation in mn Income base on effective tax rate of 53.6% (previous year:.1%) Income tax from previous year due to Tax Audit findings Unused tax loss carry-forwards Unused interest carry-forwards Recognition of previous year non-recognized interest carry-forwards Use of previously not recognized tax loss carry-forwards Other.1.8 Income base on group s income rate of 3.8%

31 Financials cash flow statement in mn 212* 211* Result before tax Finance result Amortization/depreciation/reversal of impairment Change in Net Working Capital Other items cash flow Operating cash flow before income tax Income tax paid Operating cash flow Cash flow from investing Cash flow from financing Effect of f/x changes Net change in cash * Adjusted for effects of IAS 19R

32 Key financials in mn Q1-Q4/212* Q1-Q4/211* Q4/212* Q4/211* Sales Cost of sales Gross profit Margin 18.2% 17.9% 17.8% 17.% Adjusted result Margin 3.3% 2.9% 3.6% 3.1% Adjusted EPS in Adjusted EBITDA Margin 8.5% 8.7% 8.6% 7.8% Adjusted EBIT* Margin 6.8% 7.% 6.9% 6.1% Operating cash flow (before income tax) * Adjusted for effects of IAS 19R

33 Key financial ratios and figures Net financial debt ( mn) Summary Significantly improved financial profile through capital increases Reduction of interest costs Further improvement of the equity ratio Further reduction of net debt Long-term safeguarding of liquidity Increase the diversification of funding sources Proven access to capital markets (equity and bond market) Equity ( mn)* 25 Equity Equity ratio 8% Net financial debt/ adjusted EBITDA (x) 2.x % 6% 16.x 17.3x % % 19.5% 13.4% % 5.1% % 4% 3% 2% 1% % 12.x 8.x 4.x.x 5.6x 5.7x 3.2x 2.2x 2.x * Adjusted for effects of IAS 19R in 211 and 212

34 Share price and shareholder structure Development of SAF-HOLLAND share price vs. indices (in %) Shareholder Structure 1) (in %) Basic Data Share as of December 31, 212 ISIN LU Number of shares 45,361,112 Closing price 5.24 Adjusted EPS.68 Share price increase of 47.2% in 212 SAF-HOLLAND share price grew at a rate greater than that of the benchmark indices Share price development reflected uncertainties in the financial policy situation 34 1) Status after capital increase on November 3, 212

35 Targets and outlook: Increase in sales and earnings expected for 213 Targets 213 Sales between 875mn and 9mn Adj. EBIT above 6mn and stable or even increasing adj. EBIT margin No anticipation of any major negative one-time impacts on earnings and therefore significant improvement of actual result for 213 Mid-term targets Sales: 1bn Earnings: 1% adj. EBIT margin Net Working Capital: <1% of sales Capex: < 2% of sales Growth potential Trailer Systems + 1mn sales potential Aftermarket + 1mn sales potential BRIC Countries + 1mn sales potential Own axle production in N.A. Full product range of suspension systems in N.A. Strong participation in growing US disc brake market Increase of N.A. market share of up to 3% in medium term Increase of installed product base driving the Aftermarket business ( automatically) Enlarged product portfolio (A2 brand and 3rd party products) Regional expansion of distribution & sales channels Taylor-made products for China and Brazil Localized operations Increase of market share in strong growing market environments (e.g. China 5%) 1% adj. EBIT Margin Overproportional increase of A.M. share, economies of scale and underproportional increase of overheads. 35

36 36 Appendix

37 Unique market position and product portfolio SAF-HOLLAND 1 3 Suppliers can be separated into three main groups: Global market leader Supra-regional Regional 2 SAF-HOLLAND is the only supplier with a broad regional coverage and a wide product portfolio for both truck and trailer industry. Regional Geographic coverage Global Headquarters: Europe North America China Product focus: Truck Trailer Truck and Trailer 37 1) Source: L.E.K Consulting, February 211

38 Innovations in weight reduced products Introduction of the first SAF-HOLLAND disc brake Key requirements in designing the brake Low initial weight Convincing performance Reduced maintenance cost Robust in use Introduction of the new wheel end New approach required to achieve weight reductions customers want standardized wheels for axles with drum and disc brakes SAF-HOLLAND's new disc brake is based on a new generation of pneumatic disc brakes which we developed jointly with our partner Haldex meets the steadily growing demands of semitrailer and trailer customers The new wheel end allows a wide range of applications with with disc or drum brakes with steel or aluminium wheels an axle load of 9 tonnes Considerable weight reduction A total of 84 kg can be saved for a three-axle trailer Together with aluminium wheel rims, up to 183 kg of weight reduction are possible Savings volumes of diesel and CO2 Assuming 5, vehicles on European roads reduced their weight by 183 kilograms each, annual savings of 6.5 million litres of diesel and 16.9 million kilograms of CO 2 would be possible 38

39 How to manage SAF-HOLLAND in a cyclical industry Innovative products with lowest total cost of ownership as a strong customer benefit Increase of international footprint (e.g. in BRIC countries) and product diversification (e.g. axles and suspensions in North America) and growing market shares Diversified business structure (North America 4%, Europe 55%) Sustainable growth of the high margin Aftermarket business Increase of installed product base driving the Aftermarket business ( automatically) Enlarged product portfolio (A2 brand; 3rd party products) Regional expansion of distribution and sales channels Flexible cost structure and sustainable Net Working Capital management 7% of sales are based on material, which is completely variable 1% of the blue-collar employees in the US and up to 2% in Germany are variable 38,6 hours in the accounts for unpaid overtime in German production facilities Improvement of internal processes (e.g. implementation of SAP/R3, Advanced Production Optimisation) Solid liquidity position and stable, long-term financing structure with sufficient headroom Experienced and crisis-proven Management, strongly committed to low debt/leverage 39

40 Reconciliation statement for adjusted EBIT in mn 212* 211* Q4/212* Q4/211* Result of the period Income tax Finance Result Depreciation and amortization from PPA Impairment of goodwill and intangible assets Reversal of impairment of intangible assets Restructuring and integration costs Adjusted EBIT in % of sales 6.8% 7.% 7.5% 6.4% 4 * Adjusted for effects of IAS 19R

41 Disclaimer By attending the meeting where this presentation is made, or by reading the presentation slides, you agree to be bound by the following limitations: The information in this document has been prepared by SAF-HOLLAND S.A. ("SAF-HOLLAND") for use at a road show presentation by SAF-HOLLAND and does not constitute a recommendation regarding securities of SAF-HOLLAND. No representation or warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information, or opinions contained herein. Neither SAF-HOLLAND nor any of SAF-HOLLAND's advisors or representatives shall have any responsibility or liability whatsoever (for negligence or otherwise) for any loss howsoever arising from any use of this document or its contents or otherwise arising in connection with this document. The information set out herein may be subject to updating, completion, revision, verification and amendment and such information may change materially. This presentation is based on the economic, regulatory, market and other conditions as in effect on the date hereof. It should be understood that subsequent developments may affect the information contained in this document, which neither SAF-HOLLAND nor its advisors are under an obligation to update, revise or affirm. The distribution of this presentation in certain jurisdictions may be restricted by law. Persons into whose possession this presentation comes are required to inform them-selves about and to observe any such restrictions. In particular, this presentation may not be distributed into the United States, Australia, Japan or Canada. This presentation contains statements concerning the expected future business of SAF-HOLLAND, expected growth prospects and other opportunities for an increase in value of the company as well as other financial data and certain third-party market data. These forward-looking statements are based on management's current expectations, estimates and projections and on third-party market data, respectively. 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. Neither SAF-HOLLAND nor its advisors has any obligation to periodically update or release any revisions to the forward-looking statements contained in this presentation to reflect events or circumstances after the date of this presentation. This presentation constitutes neither an offer to sell nor a solicitation to buy any securities in the United States, Germany or any other jurisdiction. Neither this presentation nor anything contained herein shall form the basis of, or be relied on in connection with, any offer or commitment whatsoever. In particular, this presentation does not constitute an offer to sell or a solicitation of an offer to buy any securities of SAF-HOLLAND in the United States. Securities of SAF-HOLLAND 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. SAF-HOLLAND does not intend to conduct a public offering or any placement of securities in the United States. 41

42 Investor Relations: SAF-HOLLAND GmbH Claudia Hoellen Hauptstraße Bessenbach Phone Telefax Mobile

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