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KROMI Logistik AG — M&A Activity 2016
Jun 16, 2016
250_rns_2016-06-16_63d0ff29-47b4-4961-bc4b-b0ec7bfdf8e0.html
M&A Activity
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Ad-hoc | 16 June 2016 22:16
KROMI Logistik AG: Investmentaktiengesellschaft für langfristige Investoren TGV acquires majority stake in KROMI Logistik AG
KROMI Logistik AG / Key word(s): Offer
16.06.2016 22:16
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.
Hamburg, 16 June 2016 - KROMI Logistik AG (hereinafter also the "Company")
has been informed that its CEO Jörg Schubert, Peter Caro and the respective
family-owned companies attributable to them as well as KROMI
Beteiligungsgesellschaft mbH have agreed today with
Investmentaktiengesellschaft für langfristige Investoren TGV (hereinafter
also "Langfrist") on the transfer of a share package. As a result,
Langfrist, which has already held an investment in KROMI Logistik AG since
2008, will acquire from the founders and principal shareholders a total of
1,860,007 shares or 45.09% of the outstanding Company shares on the basis
of a purchase agreement. The members of the Management Board of KROMI
Logistik AG, Axel Schubert and Bernd Paulini, each hold 25% of KROMI
Beteiligungsgesellschaft mbH. The contractually agreed price per share is
EUR 12.00. The settlement of the share purchase agreement is subject to,
inter alia, anti-trust clearance.
As a result, Langfrist is increasing its stake in KROMI Logistik AG to
63.34% of the outstanding shares and will become the majority shareholder.
The Company has further been informed that Langfrist decided to make a
voluntary takeover offer pursuant to § 29 WpÜG (German Securities
Acquisition and Takeover Act) to all of the company's shareholders for all
shares of the company. It therefore intends - subject to the final
determination in the offer document - to make an offer to the shareholders
of KROMI Logistik AG to acquire the shares held by them for a cash
consideration of EUR 12.00 per share.
Following the settlement of the share purchase agreement, KROMI
Beteiligungsgesellschaft mbH will hold a participation of 6.55% in the
Company, while Schubert Vermögensverwaltung KG, attributable to the CEO
Jörg Schubert, will continue to hold a participation of 2.91%. In respect
of these KROMI shares, KROMI Beteiligungsgesellschaft mbH and Schubert
Vermögensverwaltung KG have agreed on a long-term put option with
Langfrist.
Following receipt of the offer document yet to be published by Langfrist,
the Management Board and Supervisory Board will issue a statement
concerning the takeover offer in accordance with their statutory
obligations. Subject to examination of the offer document, the Management
Board and Supervisory Board of KROMI Logistik AG intend to support the
planned takeover offer.
Contact Investor Relations:
cometis AG
Claudius Krause
Tel.: +49 (0)611-205855-28
Fax: +49 (0)611-205855-66
E-mail: [email protected]
16.06.2016 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap.de
Language: English
Company: KROMI Logistik AG
Tarpenring 11
22419 Hamburg
Germany
Phone: 040/537151-0
Fax: 040/537151-99
E-mail: [email protected]
Internet: www.kromi.de
ISIN: DE000A0KFUJ5
WKN: A0KFUJ
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich,
Stuttgart
End of Announcement DGAP News-Service