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Munters Group M&A Activity 2010

Nov 5, 2010

2945_rns_2010-11-05_9419202f-732f-428b-a4f9-2ad0b8ea8ae1.pdf

M&A Activity

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The Offer is not being made, and this press release may not be distributed, directly or indirectly, in or into, nor will any tender of shares be accepted from or on behalf of holders in, Australia, Canada, Japan, New Zealand, South Africa, or the United States of America, or any other jurisdiction in which the making of the Offer, the distribution of this press release or the acceptance of the Offer would contravene applicable laws or regulations or require further offer documents, filings or other actions in addition to those required under Swedish law.

Press release, 5 November 2010

Cidron Intressenter completes the Offer to the shareholders in Munters and extends the acceptance period

  • On 4 November 2010, Cidron Intressenter received the remaining clearance from competition authorities.
  • Cidron Intressenter completes the Offer to the shareholders in Munters and declares the Offer unconditional.
  • The Offer has in total been accepted by shareholders representing 72,189,984 shares, corresponding to 97.6 per cent of the outstanding shares and votes in Munters.
  • Settlement is expected to commence on 8 November 2010.
  • The acceptance period is extended to run up to and including 12 November 2010 to provide those shareholders that have not yet submitted their acceptances the opportunity to accept the Offer.

On 29 September 2010, Cidron Intressenter AB1 ("Cidron Intressenter"), a company indirectly wholly owned by Nordic Capital VII Limited2 ("Nordic Capital Fund VII"), announced a recommended offer (the "Offer") to the shareholders in Munters AB (publ) ("Munters"), to acquire all the shares in Munters for SEK 73 in cash per share, which was increased on 13 October 2010 to SEK 77 in cash per share.

During the extended acceptance period, which ended on 4 November 2010, an additional 1,223,663 shares, corresponding to 1.7 per cent of the outstanding shares and votes in Munters, have been tendered into the Offer. The Offer has in total been accepted by shareholders representing 72,189,984 shares, corresponding to 97.6 per cent of the outstanding shares and votes in Munters.

On 4 November 2010, Cidron Intressenter received the remaining clearance from competition authorities. All of the conditions for completion of the Offer have thus been fulfilled and Cidron Intressenter has therefore decided to complete the Offer.

In order to provide shareholders that have not yet submitted their acceptances the opportunity to accept the Offer, Cidron Intressenter has decided to extend the acceptance period up to and including 12 November 2010 at 17.00 (CET).

For those shareholders that have accepted the Offer during the acceptance period ending 4 November 2010 settlement is expected to commence, as previously communicated, on 8 November 2010. For shareholders accepting the Offer during the extended acceptance period settlement is expected to commence on or around 18 November 2010. Cidron Intressenter reserves the right to further extend the acceptance period, as well as the right to postpone the settlement date.

Cidron Intressenter intends to call for compulsory acquisition of the remaining shares outstanding in Munters and to act to have the Munters share delisted from NASDAQ OMX Stockholm AB.

1 A newly formed company indirectly wholly owned by Nordic Capital Fund VII. 2 Nordic Capital VII Limited, a limited liability company established under the laws of Jersey, with registered office in St Helier, Jersey, acting, in relation to the Offer, in its capacity as General Partner for and on behalf of Nordic Capital VII Alpha, L.P. and Nordic Capital VII Beta, L.P.

For additional information about the Offer, please visit www.cidronintressenter.com or contact Nordea on +46 8 21 27 67.

All media enquiries to:

Mikael Widell, Communications Manager +46 8 440 50 70 +46 703 11 99 60

The information in this press release was submitted for publication on 5 November 2010 at 09.45 (CET).