PERSBERICHT: Wavin N.V.: Mexichem declares Wavin offer unconditional
Dit persbericht is alleen in de Engelse taal verschenen
This is a joint press release by Mexichem, S.A.B. de C.V. and Wavin N.V.
pursuant to the provisions of section 16 paragraph 1 and section 17 paragraph 1
of the Decree on Public Takeover Bids (Besluit Openbare Biedingen Wft) in
connection with the recommended public offer by Mexichem Soluciones Integrales
Holding, S.A. de C.V., a direct subsidiary of Mexichem, S.A.B. de C.V., for all
the issued and outstanding ordinary shares in the capital of Wavin N.V. This
announcement does not constitute an offer, or any solicitation of any offer, to
buy or subscribe for any securities in Wavin N.V. Any offer will be made only by
means of the Offer Memorandum (as defined below). This announcement is not for
release, publication or distribution, in whole or in part, in or into, directly
or indirectly, the United States of America, Australia, Canada and Japan. Terms
not defined in this press release will have the meaning as set forth in the
Offer Memorandum.
Mexichem declares Wavin offer unconditional
Mexico City (Mexico) and Zwolle (The Netherlands), 8 May 2012 - Reference is
made to the joint press release of Mexichem, S.A.B. de C.V. (Mexichem) and Wavin
N.V. (Wavin) of 9 March 2012, in respect of the all cash public offer by
Mexichem Soluciones Integrales Holding, S.A. de C.V. (the Offeror) for all the
issued and outstanding ordinary shares with a nominal value of EUR 0.40 each in
the capital of Wavin (the Shares) at an offer price of EUR 10.50 cum dividend
for each Share (the Offer).
Highlights
* Offeror declares the Offer unconditional
* 65.00% of the Shares accepted, together with Shares held by the Offeror and
Treasury Shares 87.42% of the issued share capital
* Settlement of the Offer will take place on 11 May 2012
* Remaining Shares can be tendered in a Post Acceptance Period starting 9 May
and ending 23 May 2012
Offer declared unconditional
The Offeror is pleased to announce that it declares the Offer unconditional (bod
gestand doet).
Acceptances
During the offer period, which ended at 17:30 hours CET on 7 May
2012, 32,874,501 Shares have been tendered for acceptance under the Offer,
representing approximately 64.74% of the issued Wavin shares, approximately
65.00% of the issued and outstanding Wavin Shares and a value of EUR
345,182,260.50.
The 11,314,417 Shares held by the Offeror on 7 May 2012, together with the
tendered Shares represent a total of 44,188,918 Shares (excluding the 203,123
Treasury Shares held by Wavin), representing approximately 87.02% of the total
issued share capital of Wavin and approximately 87.37% of the total issued and
outstanding share capital of Wavin. In the aggregate, the number of Shares
tendered under the Offer, the number of Shares held by the Offeror and the
Treasury Shares represent approximately 87.42% of the total issued share capital
of Wavin, therefore exceeding the acceptance threshold of 80% that was included
in the Offer Conditions.