Hamburg/Frankfurt – KKR has today announced a voluntary public takeover offer made to all the other shareholders of Encavis AG of EUR 17.50 per share in cash. This represents a transaction volume of around EUR 2.8 billion. Family-owned business Viessmann GmbH & Co. KG will participate as co-investor in the KKR-led consortium. The offeror has signed binding agreements with Abacon Capital GmbH and other major shareholders holding around 31% of the total share capital. These shareholders will continue to be long-term investors in the company indirectly through a stake in the offeror’s corporate structure.
Encavis and the offeror have signed an investor agreement on the key points of the transaction. In line with the investor negotiations, the consortium will support the strategic ambitions of Encavis to accelerate growth. The offer document will be submitted by the offeror within the next two weeks for approval by the German Federal Financial Supervisory Authority (BaFin). Completion of the transaction is subject to a minimum acceptance threshold and regulatory approvals, among other conditions.
CMS advised Encavis on the investor agreement via a team headed by Dr Henrik Drinkuth and Ayleen Görisch, together with Freshfields Bruckhaus Deringer, and will advise the Encavis management board on all legal aspects of the takeover offer. The company is a longstanding CMS client.
CMS Germany
Dr Henrik Drinkuth, Partner
Ayleen Görisch, Counsel, both Lead
Dr Hendrik Quast, Senior Associate, all Corporate/M&A
Christoff Soltau, Partner
Kai Neuhaus, Partner
Dr Robert Bodewig, Senior Associate
David Rappenglück, Associate, all Antitrust, Competition & Trade
Philipp Melzer, Partner
Hatice Akyel, Counsel
Patrick Damanik, Senior Associate, all Banking, Finance & Insurance
Encavis
Natalie Grüber (Head of Legal)
Press Contact
presse@cms-hs.com
