DGAP-Adhoc: Balda AG: Heitkamp & Thumann increases purchase offer re entire operating business to 74 million EUR. Purchase agreement with Paragon rendered obsolete.


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.


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


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.


30.10.2015 The DGAP Distribution Services include Regulatory Announcements,

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Language: English

Company: Balda AG

Bergkirchener Str. 228

32549 Bad Oeynhausen


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