SAF-Holland makes offer for Haldex

SAF-Holland today announced a public cash offer to the shareholders of Haldex.

It is offering SEK 66 per share in cash, which values ​​Haldex’s issued share capital at approximately SEK 3.2 billion.

The offer price represents a premium of approximately 46.5% to the closing price of SEK 45.05 of the Haldex shares on Nasdaq Stockholm on June 7, 2022, the last trading day before the announcement of the offer;
66% on the volume weighted average share price of the Haldex shares on Nasdaq Stockholm for the last month prior to June 8, 2022; and 64.8% on the volume weighted average share price of the Haldex shares on Nasdaq Stockholm for the last three months leading up to June 8, 2022.

The offer acceptance period is expected to commence around July 4, 2022 and end around August 16, 2022, subject to possible extensions.

Completion of the offer is subject, among other things, to SAF-Holland becoming owner of more than 90% of the aggregate shares in Haldex and the receipt of all necessary regulatory, governmental or similar approvals, approvals and resolutions, including from competition authorities.

SAF-Holland has acquired 14.1% of the outstanding shares in Haldex, 9.2% of which was acquired from Knorr-Bremse.

Athanase Industrial Partners (2,690,292 shares, 5.5% of the outstanding shares), Fjarde AP-fonden (3,105,224 shares, 6.4%), Afa Forsakring (3,281,834 shares, 6.7%) and Nordea Asset Management (1,856,493 shares, 3.8%), have committed to accept the offer subject to certain conditions.

A total of 10,933,843 Haldex shares, corresponding to 22.5% of the outstanding shares, are therefore subject to the irrevocable commitments.

At the written request of SAF-Holland, the Haldex Board has authorized the company to conduct a customary confirmatory due diligence investigation in connection with the preparation of the offer.

Haldex has retained Lazard as financial advisor and Mannheimer Swartling as legal advisor in relation to the offer.

Lenner & Partners Corporate Finance, at the request of the board of directors, has provided advice according to which the offer is financially fair for the shareholders of Haldex.

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