Brief: Suse S.A. Enters Into A Transaction Framework Agreement With Its Majority Shareholder, Marcel To Facilitate A Voluntary Public Purchase Offer And Delisting

Suse SA

17/08/2023 19:02

Aug 17 (Reuters) - Suse Sa  SUSEG.DE :
    * EQS-ADHOC: SUSE S.A.: SUSE S.A. ENTERS INTO A TRANSACTION
FRAMEWORK AGREEMENT WITH ITS MAJORITY SHAREHOLDER TO FACILITATE
A VOLUNTARY PUBLIC PURCHASE OFFER AND DELISTING
    * PRICE PER SUSE SHARE PAYABLE UNDER OFFER ( OFFER PRICE)
WILL
AMOUNT TO EUR 16.00 LESS THE INTERIM DIVIDEND AMOUNT
    * CO ENTERED INTO A TRANSACTION FRAMEWORK AGREEMENT WITH ITS
MAJORITY SHAREHOLDER MARCEL LUX III SARL
    * SUSE-MARCEL HAS UNDERSCORED ITS COMMITMENT TO SUPPORT
COMPANY
STRATEGICALLY AND FINANCIALLY, WILL CO-OPERATE CLOSELY WITH CO'S
CEO
    * SUPPORTS STRATEGIC OBJECTIVE OF DELISTING COMPANY AND HAS
AGREED
TO FACILITATE TRANSACTION
    * SUSE- AGREES TO SUPPORT MERGER, INCLUDING BY WAY OF
DECLARING
AND PAYING AN INTERIM DIVIDEND AFTER END OF ACCEPTANCE PERIOD;
PRIOR TO OFFER SETTLEMENT
    * DELISTING OF SUSE FROM FRANKFURT STOCK EXCHANGE BY MERGING
IT
WITH AN UNLISTED LUXEMBOURG S.A.
    * SUSE - MARCEL WILL FINANCE PURCHASE PRICE FOR SUSE SHARES
AND
CERTAIN TRANSACTION COSTS FROM INTERIM DIVIDEND AMOUNT RECEIVED
FOR SUSE SHARES
    * SUSE - WILL FUND AGGREGATE INTERIM DIVIDEND AMOUNT FROM
CASH AT
HAND AND LOANS TAKEN OUT BY SUSE GROUP IN AN AGGREGATE MAXIMUM
AMOUNT OF EUR 500 MILLION

Source text for Eikon:  ID:nEQ1VchXCa 
Further company coverage:  SUSEG.DE 

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