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Tuesday, June 7, 2011
Release–Süd-Chemie AG´s Managing Board and Supervisory Board recommend acceptance of takeover bid from Clariant Verwaltungsgesellschaft mbH
The Managing Board and the Supervisory Board of Süd-Chemie AG, Munich, today published their joint statement on the takeover offer made to Süd-Chemie AG shareholders by Clariant Verwaltungsgesellschaft mbH, Frankfurt am Main and on the offer document published on 17 May 2011.
Applying various valuation methods, the Managing Board and the Supervisory Board of Süd-Chemie AG have evaluated the compensation amounting to 126.38 euros per Süd-Chemie AG share offered by the bidder, giving due consideration to both corporate and market aspects. The Managing Board and Supervisory Board were advised by the WestLB AG bank in Düsseldorf which submitted a fairness opinion on the bid.
Based on the analyses carried out, both the Managing Board and the Supervisory Board reach the conclusion in their joint statement that from a financial point of view, the amount of 126.38 euros per share offered by the bidder, represents reasonable compensation. Furthermore, they are of the opinion that in view of the additional promising development potential for Süd-Chemie´s business activities, the company´s integration into the Clariant Group is in the best interests of both Süd-Chemie and its stakeholders. In particular, the Managing Board and Supervisory Board support the intention of the bidder not to change Süd-Chemie´s business activities and to retain its areas of operation. The Managing Board and the Supervisory Board recommend that Süd-Chemie AG shareholders accept the takeover offer.
The joint statement issued by the Managing Board and Supervisory Board (German version only) may be downloaded from the Süd-Chemie AG website at www.sud-chemie.com/stellungnahme and is also available free of charge from Süd-Chemie AG (Corporate Communications and Board Affairs, Ph. +49 89 5110-250).
Express reference is hereby made to the fact that this press release does not contain any explanatory notes or additional information relating to the content of the joint statement and that solely the joint statement issued pursuant to Sec. 27 WpÜG is binding.
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