Questions and Answers

Questions about Current Business Operations

What makes SAF-HOLLAND stand out?

The Group is one of the worldwide leading manufacturers and suppliers of premium product systems and components for commercial vehicles (trucks and trailers) as well as buses and recreational vehicles. The Company is well positioned around the world in all important growth markets and has a broad range of high-quality products. SAF-HOLLAND’s management responded promptly and decisively to the sharp market downturn in 2008 and 2009. The Company is adjusting to the altered market conditions through measures to adjust costs and stabilize liquidity. Thus, the Group is well positioned for profitable growth when the economy improves.

What is the status of negotiations with the banks?

In a preliminary expert opinion, the auditing firm KPMG confirmed the Company’s ability to restructure financially. On this basis, the Company’s long-term financing should be secured in the second quarter of 2009. A standstill agreement negotiated with the bank consortium in February will come to an end with the approval of a new financing concept at the end of June 2009.

How much progress has the Group made with its restructuring and cost reduction program?

SAF-HOLLAND has assigned a high priority to its pursuit of a program to streamline operations and boost efficiency. In fiscal year 2008, the Group already saved EUR 16 million in costs, and an additional EUR 34 million are to follow this year. In addition, SAF-HOLLAND continues to implement a program initiated in 2009 to reduce inventories. The goal is to achieve a level of 30 days’ worth of inventories.

Why isn’t the Group publishing a forecast for business development in 2009?

Against the backdrop of a weak global economy, demand is volatile and characterized by orders placed at short notice. As a result, no reliable planning is currently possible. From today’s perspective, the Group assumes that annual sales in 2009 will be significantly lower than in the previous year. Thus, substantial pressure on earnings development is expected, particularly since the savings measures that have been introduced will only have an impact on earnings over the course of the year.

Why were two additional companies acquired last year?

With the two acquisitions, SAF-HOLLAND has rounded out its product range as a leading supplier for the truck and trailer industry. SAF-HOLLAND Verkehrstechnik GmbH (previously Georg Fischer Verkehrstechnik GmbH) ranks second in fifth wheels in Europe and serves as an important sales driver for the Group’s European truck business. With the acquisition of the landing leg business of Austin-Westran, SAF-HOLLAND is expanding its business in the growth region of China and has obtained a production site for supply the European and North American markets.

Company

How long has SAF-HOLLAND S.A. existed?

SAF-HOLLAND S.A. was established on December 21, 2005.

What does S.A. stand for?

S.A. stands for “Société Anonyme.” In Luxembourg, France, and French-speaking Switzerland, it refers to a type of company similar to the German stock corporation.

Where is SAF-HOLLAND based?

The operating activities are based in Bessenbach (near Aschaffenburg in Bavaria), Germany. The head office of the holding company, SAF-HOLLAND S.A., is located in Luxembourg.

How was SAF-HOLLAND created?

The current form of SAF-HOLLAND S.A. was created in two steps: first, Otto Sauer Achsenfabrik GmbH (SAF), based in Bessenbach near Aschaffenburg, Germany, was acquired before the similarly sized US company THE HOLLAND Group, Inc. (HOLLAND), a leading manufacturer of fifth wheels and landing gear systems for trucks and trailers, was taken over in December 2006. With its IPO in 2007, the newly created Group received the necessary financial scope in order to position itself in such rapidly developing markets as China, Brazil, and eastern Europe. More information on the Company’s history is available at http://www.safholland.com/en/about-us/history.html

How many employees does SAF-HOLLAND have?

On average, SAF-HOLLAND had 2,799 employees worldwide in 2008.

What are the Business Units?

The Company is divided into three Business Units: Trailer Systems, Powered Vehicle Systems, and Aftermarket. More information on these Business Units is available at http://www.safholland.com/en/about-us/business-units.html

In which countries is SAF-HOLLAND represented?

The Company currently has 20 production sites in Europe, North America, Brazil, Australia, China, and India. You can find details at http://www.safholland.com/en/about-us/saf-holland-worldwide.html

What are the main products?

The product range encompasses axle and suspension systems, fifth wheels, couplers, kingpins, and landing legs.

In which markets does SAF-HOLLAND operate?

SAF-HOLLAND S.A. is one of the worldwide leading manufacturers and suppliers of premium product systems and components for trailers as well as for trucks, buses, and recreational vehicles. The product range encompasses axle and suspension systems, fifth wheels, couplers, kingpins, and landing legs. The majority of the worldwide leading trailer and truck producers are among the customers of SAF-HOLLAND. By means of a worldwide service and distribution network, the products are sold to original equipment manufacturers (OEMs), original equipment suppliers (OESs), and via aftermarket channels, directly to the end user and service shops. SAF-HOLLAND is therefore one of the few globally operating manufacturers offering both an extensive, integrated range of products for trailers and heavy trucks as well as a service network with blanket coverage.

What is SAF-HOLLAND’s policy regarding corporate governance principles?

SAF-HOLLAND S.A. is a Luxembourg-based Société Anonyme which is listed exclusively on a German stock exchange. It is therefore not subject to the Luxembourg corporate governance regulations applicable to companies listed in Luxembourg. The equivalent German corporate governance system is also not applicable, as it relates solely to listed German stock corporations. Nevertheless, the Company has decided to comply voluntarily with certain aspects of the German Corporate Governance Code. More information can be found at http://www.safholland.com/en/investor/corporate-governance.html

Share

On which stock exchanges is the SAF-HOLLAND share listed?

The shares are traded on the Frankfurt Stock Exchange.

Since when has SAF-HOLLAND S.A. been listed on the stock exchange?

The initial public offering (IPO) of SAF-HOLLAND S.A. took place on July 25, 2007. The Company is quoted on the Prime Standard of the Frankfurt Stock Exchange.

What kinds of shares have been issued by SAF-HOLLAND S.A.?

SAF-HOLLAND S.A. has only issued bearer shares (ordinary shares).

What is the German securities identification number (WKN) of the SAF-HOLLAND share?

The share’s WKN is A0MU70

What is the International Securities Identification Number of the SAF-HOLLAND share?

The ISIN is LU 0307018795

What is the stock exchange code of the SAF-HOLLAND share?

The stock exchange code is SFQ

How high was the last dividend?

For the 2008 fiscal year, no dividend was distributed in order to improve the Company’s financial strength. Generally, SAF-HOLLAND pursues a strategy of allowing the shareholders to participate in the success of the Company – for example, in 2007, a dividend of EUR 8.0 million was distributed, equivalent to 42.47 Euro cents per share.

What does the shareholder structure of SAF-HOLLAND look like?

After a capital increase in September 2008, the total number of shares in circulation is 20,702,275. Of this, 34.5% is held by Pamplona Capital Partners I, LP, 24.1% by management and former owners, and a further 41.4% is in free float. An overview can be found at http://www.safholland.com/en/investor/shares/shareholder-structure.html

Is there an employee share program?

No. At the present time, there is no employee share program.

What is the basic data on the share?

The basic data on the share can be found at http://www.safholland.com/en/investor/shares/basic-data-shares.html

Where is the SAF-HOLLAND share traded and in what indices is it included?

The share is traded on the regulated market (Prime Standard) of the Frankfurt Stock Exchange.

Reporting

How high were sales and earnings in fiscal year 2008?

In fiscal year 2008, SAF-HOLLAND achieved Group sales of EUR 798.8 million and adjusted operating earnings before interest and taxes (EBIT) of EUR 41.2 million. The adjusted earnings per share came to EUR 0.69. EBIT was adjusted for several items that are not originally attributable to the operating business, such as depreciation and amortization from the purchase price allocation and restructuring and integration costs.

What accounting standards are applied to the consolidated financial statements of SAF-HOLLAND?

The consolidated financial statements for SAF-HOLLAND S.A. and its subsidiaries are prepared according to the International Financial Reporting Standards (IFRS) in effect on the balance sheet date.

What is the Company’s fiscal year?

The fiscal year ends on December 31.

Where can I find the current annual report or interim report?

Current financial publications are available at http://www.safholland.com/en/investor/reports.html