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TRW Automotive Inc. Announces Results of Change of Control Offers to Purchase its 4.50% Senior Notes due 2021 and 4.450% Senior Notes due 2023

Jun 26, 2015

LIVONIA, Mich., June 26, 2015 /PRNewswire/ -- TRW Automotive Inc. (the "Company") today announced the results of its offers to purchase (each an "Offer" and collectively, the "Offers") for cash any and all of its outstanding 4.50% Senior Notes due 2021 (the "2021 Notes") and 4.450% Senior Notes due 2023 (the "2023 Notes" and together with the 2021 Notes, the "Notes") at a purchase price equal to 101% of the principal amount thereof, plus accrued and unpaid interest to, but not including, the payment date of June 26, 2015.  The Offers were made to satisfy the requirements of the indentures governing the Notes as a result of a change of control transaction.

The tender agent for the Offers has advised the Company that, as of the expiration of the Offers at 11:59 p.m., New York City time, on June 25, 2015, a total of $281,257,000 and $357,466,000 aggregate principal amount of 2021 Notes and 2023 Notes, respectively, had been validly tendered and not withdrawn.  All Notes that were validly tendered and not withdrawn have been accepted for payment.

ZF is a global leader in driveline and chassis technology as well as active and passive safety technology. The company, which acquired TRW Automotive on May 15, 2015, is now represented at about 230 locations in some 40 countries. The two companies, which were still independent in 2014, achieved a sales figure exceeding €30 billion with 134,000 employees. As in previous years, both companies have invested approximately 5 percent of their sales in Research and Development (recently €1.6 billion) in order to be successful with innovative products. ZF is one of the top three automotive suppliers worldwide.

In 2015, the company is celebrating its centennial. Originally named Zahnradfabrik GmbH, ZF was founded in Friedrichshafen in 1915 by Luftschiffbau Zeppelin GmbH among others. In its early years, the company developed, tested, and manufactured aircraft transmissions. After 1919, the company focus shifted under Alfred Graf von Soden-Fraunhofen, the first Managing Director and later member of the Board of Management and CEO, to the automotive and commercial vehicle industry. In this sector, the company established itself once and for all as a major technology supplier, registering numerous patents for innovative transmission technology. The first location outside Europe was founded in Brazil in 1958, launching a globalization drive that continues today. In addition, ZF constantly expanded its range of expertise – also through acquisitions. For instance, in 1984 ZF acquired the majority share in Lemförder Metallwaren & Co. KG, a move which extended the product portfolio to include chassis technology. Later, in 2001, ZF took over Mannesmann Sachs AG to strengthen its value creation chain with driveline and chassis components. It adopted the current name of ZF Friedrichshafen AG in 1992. Today's product range includes driveline and chassis technology such as transmissions, driveline and chassis components, as well as complete axle systems and modules. ZF products are used in passenger cars, commercial vehicles, construction and agricultural machinery, rail vehicles and marine applications. The company also focuses on the wind power and electronic components business. In addition, ZF Services represents the Group on the international aftermarket. In May 2015, ZF completed the acquisition of the U.S. automotive supplier TRW which had been previously announced in 2014. The shareholders of ZF Friedrichshafen AG are the Zeppelin Foundation, administered by the City of Friedrichshafen, holding a share of 93.8 percent, and the Dr. Jürgen and Irmgard Ulderup Foundation, Lemförde, with 6.2 percent. The "Motion and Mobility" slogan clearly states the company's core mission: Right from its foundation, ZF has developed and manufactured innovative products for all people around the globe who want to move things reliably, comfortably, and safely, and experience the ultimate in efficient mobility. Quality, technological leadership, and innovative power have always defined the Group's identity – today as much as ever.

For further press information and photos please visit: www.zf.com

SOURCE TRW Automotive Inc.

For further information: Peter Rapin, Vice President and Treasurer, ZF TRW, Phone: + 734 855-3130, email: peter.rapin@trw.com; or Glenn Hand, Assistant Treasurer, ZF TRW, phone: +734 855-3367, email: glenn.hand@trw.com


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