Kässbohrer Geländefahrzeug AG enters into control and profit transfer agreement with Modular GmbH.

Kässbohrer Geländefahrzeug AG today entered into a control and profit transfer agreement with Modular GmbH. The Supervisory Board approved the entry into the agreement today. To take effect, the agreement requires the approval of the General Meeting, among other things. The Managing Board and Supervisory Board today resolved to propose to the General Meeting on February 16, 2007 to approve the entry into the control and profit transfer agreement with Modular GmbH. The Managing Board and Supervisory Board also resolved to propose to the General Meeting on February 16, 2007 that the Managing Board be authorized to submit an application to withdraw admission to trading of Kässbohrer Geländefahrzeug AG’s shares on the Official Market of the Frankfurt Stock Exchange and hence to cancel the admission to trading of the Company’s shares.

Independent auditors engaged by the Company to value it established an enterprise value of €133,545 thousand; this was confirmed by an auditor appointed by the court to review the agreement (Vertragsprüfer). This corresponds to a value of €26.61 per no-par value share. This figure is below the relevant weighted average stock market price of €27.77 published by the BaFin.

In the context of the control and profit transfer agreement, Modular GmbH is offering to acquire the shares of outside shareholders in return for a one-time cash consideration of €27.77 per no-par value share. Modular GmbH is guaranteeing as adequate compensation to those shareholders who wish to remain invested in Kässbohrer Geländefahrzeug AG a payment of €2.23 (gross) per no-par value share for each full fiscal year, less the corporate income tax and solidarity surcharge payable at the rates applicable for the fiscal year in question on the proportionate entitlement to profits on which German corporate income tax is charged. According to the situation at the time the agreement was entered into, this results in net compensation of €1.83 per no-par value share for a full fiscal year.

In addition, as part of the delisting procedure, Modular GmbH is offering to acquire the shares of the remaining shareholders of Kässbohrer Geländefahrzeug AG in return for a one-time cash consideration of €27.77 per no-par value share. The offer is subject to the condition precedent that the General Meeting authorizes the Managing Board to apply to withdraw admission to trading of the Company’s shares, that the Frankfurt Stock Exchange approves this application, and that the withdrawal of admission to trading is published.

The offer by Modular GmbH to pay a one-time cash consideration both in the context of the control and profit transfer agreement and in the context of the delisting procedure will increase by €2.23 to €30.00 per share subject to the condition that no action for rescission or annulment is brought against the resolutions by the General Meeting approving these two agenda items, and that no application for arbitration is made in this connection. Modular GmbH is offering this increase in its compensation offer voluntarily to avoid the legal uncertainty and costs associated with drawn-out legal disputes.

Laupheim, January 3, 2007

Kässbohrer Geländefahrzeug AG

The Managing Board