DGAP-News: Pulver BidCo GmbH / Key word(s): Offer
Tender offer for Scout24: Minimum acceptance threshold not reached
Munich, 14 May 2019 - Pulver BidCo GmbH (the "Bidder"), a holding company jointly controlled by funds advised by Hellman & Friedman LLC ("Hellman & Friedman" or "H&F") and funds advised by affiliates of The Blackstone Group L.P. ("Blackstone"), today announced that the voluntary public tender offer (the "Offer") for all outstanding shares in Scout24 AG ("Scout24" or the "Company") (ISIN DE000A12DM80) has lapsed as the minimum acceptance threshold was not reached.
At the time of expiry of the acceptance period for the Offer on 9 May 2019, the number of Scout24 shares for which the Offer has been accepted together with Scout24 shares owned and Scout24 shares attributable for the purpose of the calculation of the minimum acceptance threshold amounted to approximately 42.8 percent of all outstanding shares in Scout24.
The minimum acceptance threshold of 50 percent plus one share was therefore not reached.
Shares which were tendered into the Offer will be automatically rebooked into the original ISIN DE000A12DM80.
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About Hellman & Friedman LLC
Hellman & Friedman is a leading private equity investment firm with offices in San Francisco, New York, and London. Since its founding in 1984, H&F has raised over $50 billion of committed capital. The firm focuses on investing in outstanding business franchises and serving as a value-added partner to management in select industries including financial services, business & information services, software, healthcare, internet & media, retail & consumer, and industrials & energy. For more information, please visit www.hf.com.
About The Blackstone Group L.P.
Blackstone is one of the world's leading investment firms. We seek to create positive economic impact and long-term value for our investors, the companies we invest in, and the communities in which we work. We do this by using extraordinary people and flexible capital to help companies solve problems. Our asset management businesses, with $512 billion in assets under management, include investment vehicles focused on private equity, real estate, public debt and equity, non-investment grade credit, real assets and secondary funds, all on a global basis. Further information is available at www.blackstone.com. Follow Blackstone on Twitter @Blackstone.
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This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares of the Company. The terms and conditions of the public takeover offer, as well as further provisions concerning the public takeover offer, are published in the offer document, the publication of which has been approved by the German Federal Financial Supervisory Authority (BaFin). Investors and holders of shares in the Company are strongly advised to read the offer document and all other relevant documents regarding the public takeover offer, since they will contain important information.
The public takeover offer has been issued exclusively under the laws of the Federal Republic of Germany, in particular according to the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz) and certain applicable provisions of U.S. securities law. The public takeover offer documentation has additionally been published at www.scout24-offer.com. Any contract that has been concluded on the basis of the public takeover offer will be exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws.
To the extent permissible under applicable law or regulation, Pulver BidCo GmbH and its affiliates or brokers (acting as agents for Pulver BidCo GmbH or its affiliates, as applicable) may from time to time during or after the period in which the public takeover offer remains open for acceptance, and other than pursuant to the public takeover offer, directly or indirectly purchase, or arrange to purchase, shares of the Company, that may be the subject of the public takeover offer, or any securities that are convertible into, exchangeable for or exercisable for shares of the Company. Any such purchases, or arrangements to purchase, will comply with all applicable German rules and regulations and Rule 14e-5 under the U.S. Securities Exchange Act to the extent applicable. Information about such purchases will be disclosed in Germany to the extent required by applicable law. To the extent information about such purchases or arrangements to purchase is made public in Germany, such information also will be deemed to be publicly disclosed in the United States. In addition, the financial advisors to Pulver BidCo GmbH may also engage in ordinary course trading activities in securities of the Company, which may include purchases or arrangements to purchase such securities.
14.05.2019 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
|Company:||Pulver BidCo GmbH|
|c/o Latham & Walkins, Maximilianstraße 13|
|Phone:||0211 8828 4600|
|EQS News ID:||810843|
|End of News||DGAP News Service|