EQS-News

ENCAVIS AG Management Board and Supervisory Board recommend the acceptance of the voluntary public takeover offer by KKR - Seite 2

Further, the Management Board and the Supervisory Board of Encavis consider the offer price of EUR 17.50 per Encavis share to be fair, adequate and attractive. In the opinion of the Management Board and the Supervisory Board, the offer price allows shareholders to secure immediately and upfront a significant share of the targeted long-term value creation, without having to bear the execution risks and related temporary effects. In assessing the financial adequacy of the offer price, the Management Board has been advised by Goldman Sachs and the Supervisory Board by Lazard who both have issued an opinion confirming the fairness of the offer price which is attached to the joint reasoned statement. The offer price of EUR 17.50 represents a premium of 54 percent to the XETRA closing share price of Encavis on 5 March 2024, the last undisturbed share price prior the ad-hoc release of Encavis on 6 March 2024 that the Company is in discussions with KKR, and 33 percent to the undisturbed three-month volume weighted average share price prior to 5 March 2024. Further, the offer price exceeds the median of the target price expectations by equity research analysts for the existing Encavis share that were published during the three months prior to (and including) 5 March 2024.

Dr Christoph Husmann, Spokesman of the Management Board and Chief Financial Officer (CFO) of Encavis: “The Management Board continues to expressly support the envisaged strategic partnership with KKR and Viessmann as co-investor to accelerate our growth path. The submitted offer is in the best interest of our stakeholders and the offer price of EUR 17.50 per share represents an attractive premium for our shareholders, to whom we recommend acceptance.”

Dr Rolf Martin Schmitz, Chairman of the Supervisory Board of Encavis: “After thorough review of the economic and strategic benefits, we believe this offer represents a great opportunity for Encavis and its shareholders. As financially adequate, the offer clearly reflects the value and potential of the Company.”

The acceptance period for the offer during which the shareholders of Encavis can tender their shares has commenced with the publication of the offer document on 24 April 2024 and will end on 29 May 2024, 24:00 CEST. Encavis shareholders may accept the public takeover offer of the Bidder via their depositary bank. Shareholders are advised to contact their respective depositary bank to tender their shares. The detailed offer can be found in the Bidder’s offer document at www.elbe-offer.com