EQT Private Equity launches voluntary public takeover offer for va-Q-tec today

THE INFORMATION CONTAINED IN THIS DOCUMENT IS NOT FOR PUBLICATION, DISPATCH, DISTRIBUTION OR OTHER DISSEMINATION (IN WHOLE OR IN PART) IN COUNTRIES WHERE THIS WOULD BE ILLEGAL.

EQT Private Equity launches voluntary public takeover offer for va-Q-tec today

• Offer document published following approval by the German Federal Financial Supervisory Authority (BaFin)
• va-Q-tec shareholders can tender their shares from today until the end of the acceptance period on 16 February 2023
• Offer price of EUR 26.00 per share in cash represents an attractive premium of 98 percent to the unaffected 3-months-VWAP as of (and including) 9 December 2022
• The Management Board and Supervisory Board of va-Q-tec welcome and support the takeover offer, subject to review of the offer document

Frankfurt, 16 January 2023 – Fahrenheit AcquiCo GmbH (the “Bidder”), a holding company controlled by the EQT X fund (“EQT Private Equity”), supported by co-investors Mubadala Investment Company PJSC (“Mubadala”) and the Sixth Cinven Fund (“Cinven”), today published the offer document (“Offer Document”) for its voluntary public takeover offer (the “Takeover Offer”) for all outstanding shares of va-Q-tec AG (“va-Q-tec” or the “Company”; ISIN: DE0006636681) following approval by the German Federal Financial Supervisory Authority (“BaFin”).

Shareholders of va-Q-tec can tender their shares during the acceptance period which starts today and is expected to expire at midnight (CET) on 16 February 2023.

The cash consideration of EUR 26.00 per share represents an attractive premium of 98 percent to the unaffected 3-months-VWAP as of (and including) 9 December 2022 and a premium of 46 percent to the unaffected closing price of 9 December 2022. The Bidder believes that this represents a highly compelling opportunity for all of va-Q-tec’s shareholders.

The Management Board and Supervisory Board of va-Q-tec welcome and support the Takeover Offer, subject to review of the Offer Document.

The completion of the Takeover Offer is subject to a minimum acceptance threshold of 62.5 percent of the Company’s current share capital (inclusive of the approximately 26 percent of shares already held by the founding families around Dr. Joachim Kuhn and Dr. Roland Caps) and certain customary conditions, including receipt of the requisite merger control clearances. The detailed terms and conditions of the Takeover Offer can be found in the Offer Document. Closing of the Takeover Offer is currently expected to occur by Q2 2023.

The Offer Document for the Takeover Offer is now available online at www.offer-eqt.com. Along with the German version of the Offer Document, a non-binding English translation of the Offer Document is also available at this web address.
 

Media contacts
International media inquiries:
Finn McLaughlan, finn.mclaughlan@eqtpartners.com, +44 771 534 1608

German media inquiries:
Isabel Henninger, isabel.henninger@kekstcnc.com, +49 174 940 9955

EQT Press Office:
press@eqtpartners.com, +46 8 506 55 334

Investor contacts
Retail investors: +49 69 9517 9985
Institutional investors: +44 20 31 48 97 80
Investor email: va-Q-tec-offer@investor.morrowsodali.com
 

About EQT
EQT is a purpose-driven global investment organization with EUR 114 billion in assets under management within two business segments – Private Capital and Real Assets. EQT funds own portfolio companies and assets in Europe, Asia-Pacific and the Americas and support them in achieving sustainable growth, operational excellence and market leadership.

More info: www.eqtgroup.com
Follow EQT on LinkedIn, Twitter, YouTube and Instagram

About Mubadala
Mubadala manages a global portfolio, aimed at generating sustainable financial returns for the Government of Abu Dhabi. Mubadala’s USD 284 billion (AED 1,045 billion) portfolio spans six continents with interests in multiple sectors and asset classes. Mubadala leverages its deep sectoral expertise and long-standing partnerships to drive sustainable growth and profit, while supporting the continued diversification and global integration of the economy of the United Arab Emirates.

More info: www.mubadala.com

About Cinven
Cinven is a leading international private equity firm focused on building world-class global and European companies. Its funds invest in six key sectors: Business Services, Consumer, Financial Services, Healthcare, Industrials and Technology, Media and Telecommunications (TMT). Cinven has offices in London, New York, Frankfurt, Paris, Milan, Madrid, Guernsey and Luxembourg. The Cinven Funds are authorised and regulated by the Guernsey Financial Services Commission, and Cinven Limited, the advisor to the Cinven Funds, is authorised and regulated by the Financial Conduct Authority.

More info: www.cinven.com 
Follow Cinven on LinkedIn

About va-Q-tec
va-Q-tec is a pioneer in highly efficient products and solutions in the area of thermal insulation and TempChain logistics. The company develops, produces and markets highly efficient and consequently thin vacuum insulation panels (VIPs) as well as phase change materials (PCMs) for reliable and energy-efficient temperature controlling. va-Q-tec deploys this key thermal technology in order to produce passive thermal packaging systems (containers and boxes) that maintain constant temperatures, depending on type, for up to 200 hours without external energy input. In order to implement temperature-sensitive logistics chains, va-Q-tec – within a global partner network – operates a fleet of rental containers and boxes meeting demanding thermal protection standards. Along with Healthcare & Logistics as the main market, va-Q-tec addresses the following further markets: Appliances & Food, Technics & Industry, Building, and Mobility. The high-growth company, which was founded in 2001, is based in Würzburg, Germany.

More info: www.va-q-tec.com
Follow va-Q-tec on LinkedIn and Twitter
 

Important notice
This publication is neither an offer to purchase nor a solicitation of an offer to sell shares in va-Q-tec AG. The Takeover Offer itself as well as its definite terms and conditions and further provisions concerning the Takeover Offer, are published in the Offer Document, the publication of which has been approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht - BaFin). Investors and holders of shares in va-Q-tec AG are strongly advised to thoroughly read the Offer Document and all other relevant documents regarding the Takeover Offer, as they contain important information.

The Takeover Offer is implemented exclusively under the laws of the Federal Republic of Germany and certain applicable provisions of securities laws of the United States of America. Any agreement that is entered into as a result of accepting the Takeover Offer is exclusively governed by the laws of the Federal Republic of Germany and is to be interpreted in accordance with such laws.

The Bidder reserves the right, within the limits of applicable law, to directly or indirectly acquire shares in va-Q-tec AG outside of the Takeover Offer, whether on or off the stock exchange. Any such purchases or arrangements will be made outside the United States and in compliance with applicable law. To the extent such acquisitions occur, information about them, including the number of, and the price for, the acquired shares in va-Q-tec AG will be published without undue delay, if and to the extent required under the applicable statutory provisions.

The information in respect of the EQT X fund (EQT X) contained herein does not constitute an offer to sell, nor a solicitation of an offer to buy, any security, and may not be used or relied upon in connection with any offer or solicitation of EQT X. Any offer or solicitation in respect of EQT X will be made only through a confidential private placement memorandum and related documents which will be furnished to qualified investors on a confidential basis in accordance with applicable laws and regulations. The information in respect of EQT X contained herein is not for publication or distribution to persons in the United States of America. Any securities of EQT X referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold without registration thereunder or pursuant to an available exemption therefrom. Any offering of securities of EQT X to be made in the United States would have to be made by means of an offering document that would be obtainable from the issuer or its agents and would contain detailed information about the issuer of the securities and its management, as well as financial information. Any EQT X securities may not be offered or sold in the United States absent registration or an exemption from registration.