Nidda Healthcare GmbH
Bain Capital and Cinven launch acceptance period for their new voluntary public takeover offer for STADA
DGAP-News: Nidda Healthcare Holding AG / Key word(s): Offer
Frankfurt / Munich, 19 July 2017 – Nidda Healthcare Holding AG, a holding company controlled by funds advised by Bain Capital Private Equity, LP (“Bain Capital”) and by Cinven Partners LLP (“Cinven”), today published the offer document for their new voluntary public Takeover Offer (the “Takeover Offer”) for all outstanding shares of STADA Arzneimittel AG (“STADA” or the “Company”, ISIN: DE0007251803). Prior to its publication, the offer document was approved by the German Federal Financial Supervisory Authority (“BaFin”) in accordance with the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz). Today’s publication of the offer document represents the start of the four week acceptance period and STADA shareholders can now accept the Takeover Offer by tendering their shares to Nidda Healthcare Holding AG. The acceptance period will end at midnight (CET) on 16 August 2017. In order to tender their shares, STADA shareholders must issue a written or electronic declaration to their respective custodian bank within the next four weeks. Further information can be found in the offer document. The completion of the new Takeover Offer is, among other conditions, subject to a minimum acceptance threshold of at least 63 percent of all STADA shares. Bain Capital and Cinven have already received irrevocable commitments to accept the new Takeover Offer from STADA shareholders representing approximately 19.6 percent of the share capital of the Company. Bain Capital and Cinven offer the shareholders of STADA an attractive offer price of EUR 66.25 per share. It represents a premium of 49.5 percent over the closing price of 9 December 2016, the last trading day prior to the first rumours about a potential takeover of STADA. As of today and still subject to review, the STADA Executive and Supervisory Boards expect to be able to recommend the new Takeover Offer for acceptance to the shareholders in their reasoned statement. As of today, they believe that the transaction is in the best interest of the Company, its shareholders and other stakeholders. The original investment agreement has been adapted accordingly to reflect the new Offer. The German version of the offer document and a non-binding English translation are now available for distribution free of charge at BNP Paribas Securities Services S.C.A., Branch Office Frankfurt am Main, Europa-Allee 12, 60327 Frankfurt am Main, Germany (requests to be made by providing a complete address by fax on +49 69 1520 5277 or via e-mail to frankfurt.gct.operations@bnpparibas.com). Furthermore, the offer document is available on the internet at http://www.niddahealthcare-angebot.de.
Media contacts: For Bain Capital For Cinven About Bain Capital Private Equity: Bain Capital Private Equity has partnered closely with management teams to provide the strategic resources that build great companies and help them thrive since its founding in 1984. Bain Capital’s global team of approximately 220 investment professionals creates value for its portfolio companies through its global platform and depth of expertise in key vertical industries including healthcare, consumer/retail, financial and business services, industrials, and technology, media and telecommunications. Bain Capital has offices in Boston, Chicago, New York, Palo Alto, San Francisco, Dublin, London, Luxembourg, Munich, Melbourne, Mumbai, Hong Kong, Shanghai, Sydney and Tokyo and has made investments in more than 300 companies to date. In addition to private equity, Bain Capital invests across asset classes including credit, public equity and venture capital, managing approximately USD 75 billion in total and leveraging the firm’s shared platform to capture opportunities in strategic areas of focus. For more information, visit www.baincapitalprivateequity.com
About Cinven: Cinven is a leading international private equity firm focused on building world-class European and global companies. Its funds invest in six key sectors: Healthcare, Business Services, Consumer, Financial Services, Industrials, and Technology, Media and Telecommunications (TMT). Cinven has offices in key locations including: Frankfurt, London, Paris, Milan, Madrid, Hong Kong, and New York. Since 1988, Cinven funds have invested in 120 companies worth around EUR90 billion. Today Cinven has more than EUR15 billion in assets under management. Cinven takes a responsible strategic approach towards its portfolio companies, their employees, suppliers, local communities, the environment and society. For more information, please visit www.cinven.com Important Notice This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares of the Company. The definite terms and conditions of the Takeover Offer, as well as further provisions concerning the Takeover Offer, have been published in the offer document following approval by the German Federal Financial Supervisory Authority. Investors and holders of shares in the Company are strongly advised to read the offer document and all other relevant documents regarding the Takeover Offer, since they contain important information. The Takeover Offer has been issued exclusively under the laws of the Federal Republic of Germany and certain applicable provisions of U.S. securities law. Any contract that is concluded on the basis of the Takeover Offer is exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws.
19.07.2017 Dissemination of a Corporate News, transmitted by DGAP – a service of EQS Group AG. |