EQS-Ad-hoc: KATEK SE / Key word(s): Takeover/Personnel
KATEK SE: Kontron becomes new majority shareholder; change in the Management Board of KATEK SE
18-Jan-2024 / 10:10 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by EQS News – a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
Publication of inside information pursuant to Article 17 of Regulation (EU) No 596/2014
Kontron becomes new majority shareholder; mandatory offer expected; Kontron also aims to delist the shares of KATEK SE; change in the Management Board of KATEK SE; intended resignation of the
Chairman of the Supervisory Board after Kontron gains control
Munich, January 18, 2024 – The Management Board of KATEK SE was informed today that the previous main shareholder of KATEK SE, PRIMEPULSE SE, based in Munich, today concluded an agreement on the
sale of all shares held by it in KATEK SE (corresponding to approx. 59.4% of the share capital of KATEK SE) to Kontron Acquisition GmbH, Ismaning, a wholly owned subsidiary of the listed Kontron
AG, Linz (Austria). The purchase price amounts to EUR 15.00 per KATEK share. The closing of this agreement is still subject to conditions precedent, in particular the granting of the necessary
antitrust approvals, and is expected to take place in March 2024.
Upon completion, Kontron Acquisition GmbH will gain control over KATEK SE and will therefore be obliged to submit a mandatory offer to the shareholders of KATEK SE to acquire all outstanding shares
of KATEK SE. According to the information available to the Management Board of KATEK SE, Kontron Acquisition GmbH intends, subject to further coordination with the German Federal Financial
Supervisory Authority (BaFin), to offer the shareholders of KATEK SE to tender their shares against a cash payment of EUR 15.00 per KATEK share as part of this mandatory offer. According to the
information received, Kontron Acquisition GmbH is currently considering, in consultation with BaFin, to offer shares of Kontron AG, its listed parent company, which were acquired by Kontron AG
through previous share buyback programs, as a voluntary alternative consideration to the cash payment in the context of this mandatory offer. In addition, according to today’s announcement, Kontron
Acquisition GmbH intends to delist the shares of KATEK SE from the regulated market of the Frankfurt Stock Exchange after obtaining control, so that it is planned to structure the mandatory offer
simultaneously as a delisting tender offer. KATEK SE will now examine this endeavor for its part.