ENCAVIS AG: Management Board and Supervisory Board recommend the acceptance of the Public Delisting Acquisition Offer by KKR

EQS-News: ENCAVIS AG / Key word(s): Statement/Delisting ENCAVIS AG: Management Board and Supervisory Board recommend the acceptance of the Public Delisting Acquisition Offer by KKR 03.01.2025 / 11:54 CET/CEST The issuer is solely responsible for the content of this announcement. Corporate News ENCAVIS Management Board and Supervisory Board recommend the acceptance of the Public Delisting Acquisition Offer by KKR

• Joint reasoned statement of Management Board and Supervisory Board published
• Offer price of EUR 17.50 per share considered fair and adequate

 
Hamburg, 3 January 2025 – Today, the Management Board and the Supervisory Board of Encavis AG (“Encavis” or the “Company”) published a joint reasoned statement pursuant to Section 27 of the German Securities Acquisition and Takeover Act (WpÜG) regarding the public delisting acquisition offer by Elbe BidCo AG (the “Bidder”) for the acquisition of all Encavis shares not already held directly by the Bidder. The Bidder, a holding company controlled by investment funds, vehicles and accounts advised and managed by Kohlberg Kravis Roberts & Co. L.P. and its affiliates (collectively, “KKR”), is a stock corporation incorporated under the laws of Germany, having its registered office in Munich, Germany. The family company Viessmann (“Viessmann”) is participating as co-investor in the consortium led by KKR.

The recommendation of the Management Board and the Supervisory Board to accept the delisting acquisition offer is based on their respective independent review and detailed assessment of the offer document for the delisting acquisition offer published by the Bidder on 23 December 2024. The Management Board and the Supervisory Board welcome the economic and strategic intentions of the Bidder as set out in the offer document. In the offer document, the Bidder has confirmed its intention to support the current growth strategy of Encavis in the long term by delisting the Encavis shares. The delisting of all Encavis shares from both the Frankfurt Stock Exchange and the Hamburg Stock Exchange (“double delisting”) is intended, in particular, to enable Encavis to significantly save costs incurred in connection with the stock exchange listings, to reduce regulatory expenses and to free up management capacity currently tied up by the stock exchange listings. The basis for the delisting process are the Investment Agreement of 14 March 2024 and the Delisting Agreement of 6 December 2024 both concluded between Encavis and the Bidder, which, in addition to provisions on the future cooperation, also contain provisions for securing the future (re)financing of the Company after the delisting.