Papendrecht and Monaco, 20 September 2022, 20:00 CET
This joint press launch by Koninklijke Boskalis Westminster N.V. (“Boskalis“) and HAL Holding N.V. is issued pursuant to the provisions of article 17, paragraph 4 of the Dutch Decree on Public Takeover Bids (Besluit openbare biedingen Wft) in reference to the general public provide (the “Supply“) by HAL Bidco B.V. (the “Offeror“), a direct wholly-owned subsidiary of HAL Investments B.V., for all of the issued and excellent odd shares within the capital of Boskalis. This press launch doesn’t represent a suggestion, or any solicitation of any provide, to purchase or subscribe for any securities. A suggestion has been made solely by way of the provide memorandum today techs dated 23 June 2022 (the “Supply Memorandum“). This press launch will not be for launch, publication or distribution, in entire or partially, in or into, immediately or not directly, in any jurisdiction by which such launch, publication or distribution can be illegal. Capitalised phrases used however not in any other case outlined on this press launch have the identical which means as given thereto within the Supply Memorandum.
- Settlement of the Shares tendered in the course of the Put up-Acceptance Interval will take place on 27 September 2022
- Boskalis and HAL will search the delisting of the Shares from Euronext Amsterdam
- HAL will start statutory buy-out proceedings to accumulate the remaining Shares
In the course of the Put up-Acceptance Interval that expired at 17:40 CET in the present day, 17,694,837 Shares have been tendered underneath the Supply representing roughly 13.7% of the issued share capital of Boskalis. Along with the Shares already held by HAL, together with Shares tendered in the course of the Acceptance Interval and Shares to which HAL is entitled (gekocht maar nog niet geleverd), this represents a complete of 127,181,949 Shares or roughly 98.3% of the issued share capital of Boskalis.
Settlement Put up-Acceptance Interval
Settlement of the Shares tendered in the course of the Put up-Acceptance Interval will happen on 27 September 2022. On that date, the Offeror pays the Supply Worth of EUR 33.00 (cum dividend) in money for every Share validly tendered in the course of the Put up-Acceptance Interval (or defectively tendered, if the Offeror accepts such faulty tender) and transferred (geleverd) to the Offeror, on the phrases set out within the Supply Memorandum.
Delisting and Purchase-Out
On account of HAL holding greater than 95% of the Shares, Boskalis and HAL will search to obtain the delisting of the Shares from Euronext Amsterdam. Boskalis will announce additional particulars on the delisting sooner or later.
Within the fourth quarter of 2022, HAL will start statutory buy-out proceedings to accumulate the remaining Shares.
Reference is made to sections 5.9(b) (Purchase-Out, Delisting and modification of the Articles of Affiliation as per Delisting) and 5.10(a) (Liquidity and market worth; Delisting) of the Supply Memorandum.
Boskalis Investor Relations:
Martijn L.D. Schuttevâer
today techs rel=”nofollow noopener” title=”email@example.com”>firstname.lastname@example.org
T +31 786969310
Van Lanschot Kempen N.V.
Attn OS / T&D/ Company Companies L-11
1077 WZ today techs Amsterdam
Georgeson (Computershare Netherlands B.V.)
3011 TA Rotterdam
+31 (0) 10 313 8909
Inside data, disclaimer, basic restrictions and forward-looking statements
This press launch could comprise inside data throughout the which means of article 7(1) of the EU Market Abuse Regulation.
The data on this press launch will not be supposed to be full. This press launch is for data functions solely and doesn’t represent a suggestion, or any solicitation of any provide, to purchase or subscribe for any securities. The distribution of this press launch could, in some international locations, be restricted by regulation or regulation. Accordingly, individuals who come into possession of this press launch ought to inform themselves of and observe these restrictions. To the fullest extent permitted by relevant Legislation, HAL and Boskalis disclaim any accountability or legal responsibility for the violation of any such restrictions by any individual. Any failure to adjust to these restrictions could represent a violation of the securities Laws of that jurisdiction. Neither HAL nor Boskalis assumes any accountability for any violation of any of today techs those restrictions. Any Shareholder who’s in any doubt as to his or her place ought to seek the advice of an acceptable skilled advisor at once.
Sure statements on this press launch could also be thought-about forward-looking statements. These forward-looking statements communicate solely as of the date of this press launch. By their nature, forward-looking statements contain dangers and uncertainties as a result of they relate to occasions and rely upon circumstances which will or could not happen sooner or later, and neither HAL nor Boskalis can assure the accuracy and completeness of forward-looking statements. Numerous essential components, not all of that are recognized to HAL or Boskalis or are inside their management, may trigger precise outcomes or outcomes to vary materially from these expressed in any forward-looking assertion. HAL and Boskalis expressly disclaim any obligation or enterprise to publicly replace or revise any forward-looking statements, whether or not because of new data, a change in expectations or for some other purpose.