TE Connectivity completes acquisition of Schaffner Holding

Schaffner Holding AG / Key word(s): Mergers & Acquisitions TE Connectivity completes acquisition of Schaffner Holding 14-Dec-2023 / 17:40 CET/CEST Release of an ad hoc announcement pursuant to Art. 53 LR The issuer is solely responsible for the content of this announcement. Ad hoc announcement pursuant to Art. 53 LR

Schaffhausen/Luterbach, Switzerland – December 14, 2023 – TE Connectivity Ltd. (NYSE: TEL) today announces the settlement of its public tender offer for all publicly held shares of Schaffner Holding (SIX: SAHN).

TE Connectivity currently holds 627'658 Schaffner shares. This corresponds to a participation of 98.7% of the issued share capital and voting rights of Schaffner Holding.

TE Connectivity will initiate a squeeze-out procedure and file a claim for cancellation of the remaining publicly held shares of Schaffner Holding with the competent court. Following the final judgment on the cancellation of the remaining Schaffner Holding shares held by the public, the offer price will be disbursed to the remaining shareholders in cash as compensation for their cancelled shares.

Furthermore, Schaffner Holding has submitted an application to SIX Exchange Regulation AG for the delisting of Schaffner Holding shares to implement the delisting resolution passed at the Extraordinary General Meeting of Schaffner Holding on December 7, 2023. The delisting is scheduled to occur after a final judgment on the cancellation of the remaining Schaffner Holding shares has been issued by the competent court.

Additionally, Schaffner Holding has obtained an exemption from various disclosure obligations with a view to its delisting through an application to SIX Exchange Regulation AG. The exemption applies from the publication of this ad hoc announcement. Sections I to III of the exemption hold the following:

 

"I.           Schaffner Holding AG (Issuer) will be exempted from the following obligations under the conditions that (i) the public tender offer by Tyco Electronics (Schweiz) Holding II GmbH for the acquisition of all publicly held registered shares of Schaffner Holding Holding AG has been settled, (ii) Tyco Electronics (Schweiz) Holding II GmbH holds at least 90% of the voting rights of Schaffner Holding AG and (iii) Schaffner Holding AG has submitted a delisting request to SIX Exchange Regulation AG until the expiry of the validity period of the Best Price Rule pursuant to Art. 10 para. 1 of the Ordinance of the Swiss Takeover Board on Public Takeovers of August 21, 2008 (Takeover Ordinance, TOO), i.e. up to and including May 30, 2024: