This is a press release by PAI Partners SAS (“PAI”) and various entities (indirectly) controlled by or affiliated to Charles Jobson and/or his family members (“Charles Jobson”), acting jointly through Best of Nature Bidco B.V. (“Bidco”, and together with PAI and Charles Jobson, the “Consortium” or the “Offeror”) pursuant to the provisions of Section 4 paragraph 3, Section 13 paragraphs 1 and 2 and Section 17 of the Decree on Public Takeover Bids (Besluit openbare biedingen Wft) (the "Decree") in connection with the recommended public offer by the Offeror for all the issued and outstanding ordinary shares in the capital of Koninklijke Wessanen N.V. (“Wessanen” or the “Company”). This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in Wessanen. Any offer will be made only by means of the offer memorandum dated 11 July 2019 (the "Offer Memorandum") approved by the Netherlands Authority for the Financial Markets (Stichting Autoriteit Financiële Markten) (the "AFM") and subject to the restrictions set forth therein. Terms not defined in this press release will have the meaning given thereto in the Offer Memorandum.
Consortium of PAI and Charles Jobson acquires additional Shares in Wessanen
Paris, France / Boston Massachusetts, the U.S. – 23 September 2019
Reference is made to the joint press releases dated 10 April, 8 May, 11 July, 6 September, 10 September and 17 September 2019 and the Offer Memorandum regarding the recommended public offer by the Offeror for all the issued and outstanding ordinary shares in the capital of Wessanen at an offer price of EUR 11.36 (cum dividend) in cash per Share (the “Offer”).
The Offeror announces that on 23 September 2019, the Offeror or its broker (acting as agent for the Offeror) conducted market transactions in Shares, the details of which are stated below. The highest price per Share paid in a transaction conducted on 23 September 2019 was EUR 11.36 per Share.
Together with the Shares already held by the Offeror or its broker (acting as agent for the Offeror) prior to 23 September 2019, the Offeror or its broker (acting as agent for the Offeror) hold 70,823,369 Shares, representing in aggregate approximately 91.82% of the total number of Shares.
To the extent required, the Offeror will notify the AFM in accordance with Article 5:38 of the Dutch Act on Financial Supervision (Wet op het Financieel Toezicht).
Announcements in relation to the Offer will be issued by press release and will be available on the website of PAI Partners on behalf of the Offeror (www.paipartners.com) as well as on the corporate website of Wessanen (www.wessanen.com).
Subject to any applicable legal requirements and without limiting the manner in which the Offeror may choose to make any public announcement, the Offeror will have no obligation to communicate any public announcement other than as described above.
This announcement contains selected, condensed information regarding the Offer and does not replace the Offer Memorandum and/or the Position Statement. The information in this announcement is not complete and additional information is contained in the Offer Memorandum and the Position Statement.
Digital copies of the Offer Memorandum can be obtained through the websites of Wessanen (www.wessanen.com) and PAI Partners (www.paipartners.com). Copies of the Offer Memorandum are also available free of charge at the offices of Wessanen and the Exchange Agent at the addresses mentioned below. Digital copies of the Position Paper can be obtained through the websites of Wessanen (www.wessanen.com)