Recommended all-cash public offer by Advent for all issued and outstanding Mediq shares
Publication of Offer Memorandum; offer period ends 4 January 2013
Transaction highlights
• Recommended public offer for all Mediq Shares at an offer price of EUR 13.25 (cum dividend) in cash per Share
• Management Board and Supervisory Board of Mediq fully support and unanimously recommend the Offer to all Shareholders for acceptance
• Positive advice obtained from Mediq's Central Works Council
• Irrevocable commitments obtained from Templeton Investment Counsel, LLC, Franklin Templeton Investments Corp., together holding approximately 5.0% of the Shares, and Silchester International Investors LLP, holding approximately 15.1% of the Shares
• Offer Period commences on 9 November 2012 at 09.00 hours, CET, and ends on 4 January 2013 at 17.40 hours, CET, unless extended
• Mediq to convene an Extraordinary General Meeting of Shareholders on 20 December 2012 at 14:00 hours, CET, during which, among other matters, the Offer will be discussed
• The Offer shall be subject to the fulfillment of the Offer Conditions as set out in the Offer Memorandum
• All requests for regulatory approvals filed
With the publication of the Offer Memorandum today, AI Garden B.V. (the Offeror), a company ultimately indirectly controlled by funds advised and managed by Advent International Corporation (Advent) and Mediq N.V. (Mediq) jointly announce that the Offeror is making a recommended all-cash public offer for all the issued and outstanding ordinary shares with a nominal value of EUR 0.25 each (the Shares) in the capital of Mediq (the Offer).