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Samsonite Group S.A. — M&A Activity 2016
Apr 25, 2016
50259_rns_2016-04-25_b82e7652-41e2-492a-911b-4fc613c39545.pdf
M&A Activity
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
Samsonite®
SAMSONITE INTERNATIONAL S.A.
新秀麗國際有限公司
13-15 Avenue de la Liberté, L-1931 Luxembourg
R.C.S. LUXEMBOURG: B 159.469
(Incorporated in Luxembourg with limited liability)
(Stock code: 1910)
SATISFACTION OF A CONDITION TO CLOSING OF THE ACQUISITION OF TUMI HOLDINGS, INC.
Samsonite International S.A. (the "Company") refers to the announcements dated March 4, 2016 and April 18, 2016 (the "Announcements") in relation to the proposed acquisition by the Company of Tumi Holdings, Inc. ("Tumi"). Unless otherwise specified, capitalized terms used in this announcement shall have the same meanings as those defined in the Announcements.
The Board is pleased to announce that on April 13, 2016, the Federal Cartel Office of Germany (the "FCO") provided unconditional clearance for the Merger and on April 22, 2016, the waiting period under the U.S. Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act") with regard to the Merger expired. Clearance from the FCO and expiration of the HSR Act waiting period satisfy one of the Conditions to Closing as specified in the Merger Agreement. Subject to the satisfaction or waiver of the remaining Conditions, it is currently expected that Closing will occur in the second half of 2016.
Shareholders and potential investors in the Company should note that the consummation of the Merger is subject to the fulfilment of other Conditions, including, among other things, the approval of the Shareholders of the Company and the approval of the Tumi Stockholders, and that the Merger Agreement may be terminated in certain circumstances. Accordingly, there is no assurance that the Merger will be completed. Shareholders and potential investors in the Company should exercise caution when dealing in the Shares.
By Order of the Board
SAMSONITE INTERNATIONAL S.A.
Timothy Charles Parker
Chairman
Hong Kong, April 25, 2016
As of the date of this announcement, the Executive Directors are Ramesh Dungarmal Tainwala and Kyle Francis Gendreau, the Non-Executive Directors are Timothy Charles Parker and Tom Korbas and the Independent Non-Executive Directors are Paul Kenneth Etchells, Keith Hamill, Miguel Kai Kwun Ko, Bruce Hardy McLain (Hardy) and Ying Yeh.