On 11 December 2018, Quimper AB (a company that has been or will be indirectly invested in by CVC Funds) ("Quimper")1, announced a public cash offer to the shareholders in Ahlsell AB (publ) ("Ahlsell" or the "Company") to tender all their shares in Ahlsell to Quimper (the "Offer"). The offer document regarding the Offer was made public on 19 December 2018.
The shares tendered in the Offer at the end of the initial acceptance period on 11 February 2019, together with the shares already held or otherwise controlled by Quimper, and closely related parties, amount to in aggregate 403,296,725 shares in Ahlsell, corresponding to approximately 93.9 percent2 of the share capital and the voting rights in Ahlsell.
Quimper hereby announces that all conditions for completion of the Offer have been fulfilled. Accordingly, the Offer is declared unconditional in all respects and Quimper will complete the acquisition of the shares tendered in the Offer. Settlement for shares tendered in the Offer during the initial acceptance period will take place in accordance with previously communicated plan, i.e. around 19 February 2019.
To provide the remaining shareholders of Ahlsell who have not tendered their shares time to accept the Offer, the acceptance period will be open beyond the end of the initial acceptance period, until 27 February 2019 at 15.00 (CET). Settlement for shares tendered in the Offer during the additional acceptance period is expected to start around 7 March 2019. Quimper reserves the right to further extend the acceptance period for the Offer.
Prior to announcement of the Offer, Quimper, and closely related parties, held in aggregate 109,578,323 shares in Ahlsell, corresponding to approximately 25.1 percent3 of the share capital and the voting rights in Ahlsell. At the end of the initial acceptance period on 11 February 2019, the Offer had been accepted by shareholders representing in total 293,718,402 shares in Ahlsell, corresponding to approximately 68.4 percent4 of the share capital and the voting rights in Ahlsell.
Quimper does not hold any financial instruments that give financial exposure to Ahlsell shares and has not acquired any such shares or financial instruments outside the Offer.
Quimper will initiate compulsory acquisition of the remaining shares in Ahlsell as well as promote a delisting of Ahlsell's shares from Nasdaq Stockholm.
1 Quimper is a newly formed entity that has been or will be indirectly invested in by funds or vehicles ("CVC Funds") advised by CVC Advisers Company (Luxembourg) S.à r.l. and/or its affiliates. "CVC" means CVC Advisers Company (Luxembourg) S.à r.l. and its affiliates, together with CVC Capital Partners SICAV-FIS S.A. and each of its subsidiaries.
2 Based on all 436,302,187 outstanding shares in Ahlsell, excluding the 7,000,000 shares which are held by Ahlsell in treasury.
3 Based on all 436,302,187 outstanding shares in Ahlsell, including the 7,000,000 shares which are held by Ahlsell in treasury.
4 Based on all 436,302,187 outstanding shares in Ahlsell, excluding the 7,000,000 shares which are held by Ahlsell in treasury.