Vectron Systems AG
ISIN: DE000A0KEXC7
WKN: A0KEXC
17 June 2024 08:33AM

EQS-News: Statement Takeover Offer English Version

Vectron Systems AG · ISIN: DE000A0KEXC7 · EQS - Company News
Country: Germany · Primary market: Germany · EQS NID: 1926025

EQS-News: Vectron Systems AG / Key word(s): Offer
Statement Takeover Offer English Version

17.06.2024 / 08:33 CET/CEST
The issuer is solely responsible for the content of this announcement.


Münster, 17th June 2024: The business combination announced on 1 June 2024 between Vectron Systems AG ("Vectron") and the Shift4 group of companies ("Shift4") was previously subject to the condition that Shift4 succeeds in acquiring a total of at least 70% of the Vectron shares (including the shares from the planned capital increase). With the 70% threshold having been nearly reached already, Shift4 has now declared that it has waived this condition and that the condition is deemed to be fulfilled. This means not only that the acquisition of around 41.4% of Vectron's share capital by the current CEO Thomas Stümmler and a company controlled by him, but also that the agreed Business Combination Agreement is finally binding and that the 10% capital increase from authorised capital is being subscribed by Shift4 and completed.

For the current tender offer (www.arrow-offer.com) for all Vectron shares at an offer price of EUR 10.50 per Vectron share, the condition is also not relevant any longer. The Bidder has also waived all other offer conditions. Following the tender offer, the Vectron share shall be de-listed in the short term.

The Executive Board and Supervisory Board have reviewed the offer document independently of each other and have published a respective joint statement.

The Executive Board and the Supervisory Board consider the consideration offered by the Bidder to be appropriate, fair and attractive. The Offer Price includes a premium of EUR 0.74 or approximately 7.6% per Vectron Share on the closing price on 31 May 2024, the last trading day prior to the announcement of the intended Offer by the Bidder and even a premium of EUR 3.53 or approximately 50.6% compared to the volume-weighted average price during the six previous months.

The targets of Shift4 for Vectron set out in the Offer Document Vectron are, in the opinion of the Executive Board and the Supervisory Board, in the best interests of the company and are in the interests of its employees and customers. The Executive Board and the Supervisory Board therefore support and welcome the offer.

The economic attractiveness of the offer for the accepting shareholders prompts the Executive Board and Supervisory Board to recommend that Vectron shareholders accept the offer. Shareholders should also take into consideration in their decision that a delisting of the Vectron share is planned.

Further details on the reasons for this recommendation can be found the joint statement of the two bodies published at www.vectron-systems.com/de/unternehmen/investor-relations/uebernahmeangebot.

The transaction was advised on the part of Vectron Systems AG by Stephens (Financial Advisor), Heuking Kühn Lüer Wojtek (Legal) and Meister Consulting (IR).


IR contact:
Meister Consulting GmbH
Tobias Meister
Im Schling 3
59955 Winterberg
Tel.: +49 (0) 2983 908121
Mob.: +49 (0) 170 2939080
E-Mail: meister@meisterconsult.com


17.06.2024 CET/CEST Dissemination of a Corporate News, transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

The EQS Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.eqs-news.com


Language: English
Company: Vectron Systems AG
Willy-Brandt-Weg 41
48155 Münster
Germany
Phone: 0251/ 28 56 - 0
Fax: 0251/ 28 56 - 564
E-mail: info@vectron.de
Internet: www.vectron.de
ISIN: DE000A0KEXC7
WKN: A0KEXC
Indices: Scale 30
Listed: Regulated Unofficial Market in Berlin, Dusseldorf, Frankfurt (Scale), Hamburg, Munich, Stuttgart, Tradegate Exchange
EQS News ID: 1926025

 
End of News EQS News Service

1926025  17.06.2024 CET/CEST

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Boersengefluester.de (BGFL) provides an overview of the key figures on sales, earnings, cash flow and dividends to help you better assess the fundamental development of the respective companies. All information is entered manually in our database - the source is the respective annual reports. All estimates for future figures are provided by BGFL.

The most important financial data at a glance
  2018 2019 2020 2021 2022 2023 2024e
Sales1 24,83 25,17 27,77 38,23 25,22 37,02 44,00
EBITDA1,2 -0,45 -1,37 -2,19 4,71 -3,86 3,72 5,70
EBITDA-Margin3 -1,81 -5,44 -7,89 12,32 -15,31 10,05 12,96
EBIT1,4 -2,13 -1,76 -2,58 3,12 -5,36 0,00 1,90
EBIT-Margin5 -8,58 -6,99 -9,29 8,16 -21,25 0,00 4,32
Net Profit (Loss)1 -3,88 -1,39 -2,07 2,44 -5,27 -0,78 0,35
Net-Margin6 -15,63 -5,52 -7,45 6,38 -20,90 -2,11 0,80
Cashflow1,7 -2,32 -2,51 -3,77 10,18 -2,05 7,20 0,00
Earnings per share8 -0,58 -0,17 -0,26 0,30 -0,65 -0,10 0,06
Dividend per share8 0,00 0,00 0,00 0,00 0,00 0,00 0,00
Quelle: boersengefluester.de and Company information
Explanation

1 in Mio. Euro; 2 EBITDA = Earnings before interest, taxes, depreciation and amortisation; 3 EBITDA in relation to sales; 4 EBIT = Earnings before interest and taxes; 5 EBIT in relation to sales; 6 Net profit (-loss) in relation to sales; 7 Cashflow from operations; 8 in Euro; Source: boersengefluester.de

Auditor: Nexia

All relevant valuation ratios, dates and other investor information on your share at a glance. Good to know: All data comes from boersengefluester.de and is updated daily. This means you are always up to date. You can get brief explanations of the key figures by moving the cursor or mouse over the relevant field.

INVESTOR-INFORMATION
©boersengefluester.de
Vectron Systems
WKN ISIN Legal Type Marketcap IPO Recommendation Plus Code
A0KEXC DE000A0KEXC7 AG 99,50 Mio € 23.03.2007 Halten 9F39WJMW+PF
* * *
PE 2025e PE 10Y-Ø BGFL-Ratio Shiller-PE PB PCF KUV
45,74 30,41 1,50 -187,12 5,03 13,82 2,69
Dividends
Dividend '2022
in €
Dividend '2023
in €
Dividend '2024e
in €
Div.-Yield '2024e
in %
0,00 0,00 0,00 0,00%
Financial calendar
Annual General Meeting Q1-figures Q2-figures Q3-figures Annual press conference
19.06.2024 17.05.2024 02.09.2024 13.05.2024
Performance
Distance 60-days-line Distance 200-days-line Performance YtD Performance 52 weeks IPO
Last Price (EoD)
+0,82%
12,35 €
ATH 39,59 €
+0,15% +17,37% +115,91% +118,20% +252,86%

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