DGAP-Adhoc: Balda AG: Heitkamp & Thumann increases purchase offer re entire operating business to 74 million EUR. Purchase agreement with Paragon rendered obsolete.
30.10.2015
Balda AG / Key word(s): Disposal
30.10.2015 11:41
Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP – a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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Bad Oeynhausen, October 30, 2015 – Balda AG received an improved offer
today for the sale of its entire operating business, today. After Balda
communicated on September 23, 2015 that it had entered into a purchase
agreement concerning the sale of its entire operating business with two
purchasing companies managed by the investment company Paragon from Munich
(“Paragon”), on September 30, 2015 it received a notarial offer by the
Group Company Heitkamp & Thumann (“H&T”) from Düsseldorf concerning the
sale of the entire operating business at a purchase price of 70 million
EUR. In return, Paragon submitted a renewed notarial offer on 20 October
2015, increasing the purchase price from previously 62.9 million EUR to
65.9 million EUR, subject to a vendor loan. Should the company accept this
offer, it was agreed that both the increased offer and the purchase
agreement already entered into with Paragon would be rendered entirely
obsolete if H&T (or another third party) increased the purchase price from
the offer to at least 74 million EUR. In this case, Bald AG would be
obliged to make a severance payment to Paragon in the amount of 1.4 million
EUR.
Today, the Management Board of Balda AG received an improved purchase price
offer by H&T in the amount of 74 million EUR, which fulfills the conditions
required to supersede the original purchase agreement with Paragon and the
respective subsequent improved offer. The Management Board of Balda AG will
inform Paragon of the situation in writing today. The offer by H&T stands
until March 31, 2016. Apart from the increased purchase price and the
extension of the deadline for accepting the offer, the original offer by
H&T remains unchanged. Now that the purchase agreement with Paragon is off
the table, also the voting commitments of Elector GmbH as the largest
shareholder of Balda AG no longer apply.
Also the increased offer by H&T is subject to prior approval by the Annual
General Meeting of Balda AG.
The Annual General Meeting 2015 is scheduled for November 30 and, if
necessary December 1, 2015
Contact/contact person
Michael Pfister
Deekeling Arndt Advisors
tel: +49 (0) 5734 922 2555
mobile: +49 (0) 160 90560506
email: michael.pfister@deekeling-arndt.de
About Balda
Balda (ISIN: DE0005215107) is a provider of high-end plastics solutions
that rely on quality in sophisticated fields of application in the
healthcare, lifestyle, automotive and consumer electronics industry. Balda
operates in Europe and Northern America and has state of the art production
sites at the Oeynhausen headquarters in Germany and in the US. The
company’s success with its about 780 staff worldwide is based on the use of
modern, cost-efficient technologies and the close cooperation with our
customers in a spirit of trust.
www.balda-group.com
30.10.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: Balda AG
Bergkirchener Str. 228
32549 Bad Oeynhausen
Germany
Phone: +49 (0) 57 34 / 9 22-0
Fax: +49 (0) 57 34 / 9 22-2604
E-mail: ir@balda-group.com
Internet: www.balda-group.com
ISIN: DE0005215107
WKN: 521510
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Hanover,
Munich, Stuttgart
End of Announcement DGAP News-Service
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