Torqx launches recommended all-cash offer for Beter Bed Holding Shares - Acceptance Period starts on 5 October 2023
2023年10月5日 - 1:00AM
Torqx launches recommended all-cash offer for Beter Bed Holding
Shares - Acceptance Period starts on 5 October 2023
UPDATE - JOINT PRESS RELEASE
This is a joint press release by Beter Bed
Holding N.V. ("Beter Bed Holding" or the
"Company") and 959 B.V. (the
"Offeror"), a company controlled by Torqx Capital
Partners B.V. ("Torqx"). This joint press release
is issued pursuant to the provisions of Section 4, paragraph 1,
Section 10, paragraphs 1 and 3 and Section 18, paragraph 3 of the
Dutch Decree on public takeover bids (Besluit openbare biedingen
Wft) (the "Decree") in connection with the
recommended public offer by the Offeror for all the issued and
outstanding shares in the capital of the Company (the
"Offer"). This press release does not constitute
an offer, or any solicitation of any offer, to buy or subscribe for
any securities in the Company. Any offer will be made only by means
of the offer memorandum ("Offer Memorandum")
approved by the Dutch Authority for the Financial Markets
(Autoriteit Financiële Markten, the "AFM") which
is available as of today. Terms not defined in this press release
will have the meaning as set forth in the Offer Memorandum. This
press release is not for release, publication or distribution, in
whole or in part, in or into, directly or indirectly, in any
jurisdiction in which such release, publication or distribution
would be unlawful, including the United States.
Transaction Highlights
- Offer Price of EUR 6.10 (cum dividend) per Share reflects a
significant premium of approximately 107%.
- Acceptance Period runs from 5 October 2023 to 29 November 2023.
Completion of the Offer is expected before year-end.
- Boards of Beter Bed Holding unanimously recommend the
Shareholders to tender their Shares.
- Beter Bed Holding will hold the EGM at 10:00 hours CET on 15
November 2023.
- Navitas, Teslin and De Engh have irrevocably committed to offer
their Shares, representing 44.32% of the Shares.
- The joint works council of Beter Bed Holding provided its
positive advice.
- The ACM (Autoriteit Consument & Markt) issued a positive
clearance decision.
- Offer is subject to certain conditions, including Acceptance
Threshold of 80%.
- If the Offeror obtains 95% or more of the Shares, it will
initiate Statutory Buy-Out Proceedings and may elect to implement
the Post-Closing Demerger prior to initiating the Statutory Buy-Out
Proceedings. If the Offeror obtains between 80% and 95% it expects
to implement the Post-Closing Merger. The Offeror may only
implement the Post-Closing Demerger or Post-Closing Merger if
approved at the EGM.
- More information on the Offer can be found on the dedicated
webpage: www.beterbedholding.com/public-offer/.
Uden, the Netherlands, 4 October
2023, with reference to the publication of the
Offer Memorandum today, Beter Bed Holding, the
Netherlands’ largest sleep specialist in retail, wholesale and B2B,
and Torqx are pleased to jointly announce that
Torqx, through the Offeror, is making a recommended public cash
offer to all holders of issued ordinary shares in the capital of
Beter Bed Holding (the "Shares", and each holder of such Shares a
"Shareholder") at an offer price of EUR 6.10 (cum dividend) per
Share. Shareholders can tender their Shares
between 5 October 2023 and 29 November 2023. Completion of the
Offer is expected before year end.
For the full PDF of the press release, please click on the link
under attachment.
Press photos can be downloaded here.
Beter Bed Holding NV (TG:BBQ)
過去 株価チャート
から 8 2024 まで 9 2024
Beter Bed Holding NV (TG:BBQ)
過去 株価チャート
から 9 2023 まで 9 2024