EQS-Adhoc

AEVIS VICTORIA SA launches a public takeover offer for all publicly held registered shares of LifeWatch Ltd.

EQS Group-Ad-hoc: AEVIS VICTORIA SA / Key word(s): Offer AEVIS VICTORIA SA launches a public takeover offer for all publicly held registered shares of LifeWatch Ltd. 24-Jan-2017 / 07:15 CET/CEST Release of an ad hoc announcement pursuant to Art. 53 KR NOT FOR DISTRIBUTION IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA AND JAPAN

Press release


Fribourg, 24 January 2017

AEVIS VICTORIA SA launches a public takeover offer for all publicly held registered shares of LifeWatch Ltd.

The exchange offer in registered shares of AEVIS VICTORIA SA presents a premium of 19.1% compared to yesterday's closing price and 19.1% compared to the 60-day VWAP of LifeWatch Ltd., respectively.

AEVIS VICTORIA SA will significantly contribute to pursuing LifeWatch Ltd.'s growth strategy.

AEVIS VICTORIA SA (AEVIS) today published the pre-announcement of the public takeover offer on all publicly held registered shares of LifeWatch Ltd. (LifeWatch). LifeWatch shareholders can opt for an exchange offer or a cash alternative. For each registered share of LifeWatch, it is foreseen that AEVIS will offer 0.1818 registered share of AEVIS with a nominal value of CHF 5.00. Alternatively, AEVIS offers CHF 10.00 in cash per registered share of LifeWatch. The exchange offer presents a premium of 19.1% compared to yesterday's closing price and 19.1% compared to the 60-day volume-weighted average price (VWAP) of LifeWatch, respectively. The exchange offer allows LifeWatch shareholders to invest in AEVIS, which is more diversified, whilst continuing to participate indirectly in the development of LifeWatch. AEVIS has made cash distributions to its shareholders for the last four years. The Board of Directors of LifeWatch has been informed of this friendly offer.

The public takeover offer is subject to several conditions, one of which being that AEVIS holds 67% of the LifeWatch registered shares at the offer expiration date. AEVIS and its reference shareholders already hold 2'216'267 registered shares of LifeWatch, which represents 11.99% of the share-capital and voting rights. Details regarding this offer are available in the pre-announcement published today. The offer prospectus will likely be published on 20 February 2017.