EXACOMPTA SAS publishes offer prospectus for the acquisition of Biella-Neher Holding AG
- Tender of 92.47% of the registered shares of Biella-Neher Holding AG (Biella).
- Public purchase offer from EXACOMPTA SAS (Exacompta) accepted, subject to the fulfilment of all other conditions.
- The grace period for the tender runs from 17 April 2019 to 8 May 2019, 4:00 pm CEST.
- Acceptance of the proposals of the executive board at the general meeting of Biella on 16 April 2019.
In the press release dated 14 March 2019, Exacompta and Biella jointly announced that the two companies have signed a transaction agreement, according to which Exacompta has made a public offer to purchase all outstanding publicly-held registered shares of Biella at a cash price of CHF 4,607 per share.
The offer period expired on 12 April 2019. By the end of the offer period, 39.78% of the publicly held shares of Biella had been tendered to Exacompta. Together with the shares of the anchor shareholders, i.e. EGS Beteiligungen AG, nebag ag and Neher Holding AG (52.69% of the
Biella shares in total), who have signed a conditional share purchase agreement with
Exacompta, this results in a total acceptance rate of 92.47%. Offer condition (a) pursuant to item A.5.a) of the offer prospectus (minimum acceptance rate) has therefore been fulfilled and the offer is therefore considered accepted. The completion of the offer is still subject to all of the other offer conditions being met – or to these being waived by Exacompta.
Due to the offer being accepted, the grace period pursuant to item A.4 of the offer prospectus will begin on 17 April 2019, during which the shareholders of Biella who have not yet tendered their shares may still do so. The grace period expires on 8 May 2019 at 4:00 pm CEST.
Exacompta is satisfied with the interim result and remains confident that further Biella
shareholders will recognise the benefits of accepting the offer and will therefore tender their shares for purchase as part of the public purchase offer during the grace period. The Biella
executive board continues to support Exacompta's public purchase offer and is recommending that shareholders tender their Biella shares within the grace period.
The 119th Biella-Neher Holding AG general meeting was held at the company’s head office in Brügg/Biel on 16 April 2019. All items on the agenda, including those forming a condition of Exacompta's offer, were approved in accordance with the proposals of the executive board.
Contacts and contact details
Biella-Neher Holding AG
Ms Brigitte Noll
Phone: +41 32 366 34 04
Mr Marco Arrigoni
Chairman of the Supervisory Board:
Rolf U. Sutter
Mr Charles Nusse
Phone: +33 1 40 40 44 44
This press release and further information about Biella and Exacompta can be found on the webpages www.biellagroup.com/en/investor-relations/publications/ www.biellagroup.com/en/investor-relations/uebernahmeangebot/and www.exacomptaclairefontaine.com.
This press release is provided for information purposes only and does not constitute an invitation or request to sell or purchase securities. The public offer to purchase all publicly held shares of Biella-Neher Holding AG is made exclusively through and on the basis of the
published offer prospectus. A decision regarding acceptance of the public offer should only be made on the basis of the offer prospectus.
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