va-Q-tec AG: All closing conditions for takeover offer by Fahrenheit AcquiCo GmbH fulfilled

va-Q-tec: All closing conditions for takeover offer by Fahrenheit AcquiCo GmbH fulfilled 

• Austrian Federal Competition Authority declared its waiver of a further review, whereby the voluntary public takeover offer is deemed to be cleared
• Settlement of takeover offer expected to occur on 6 July 2023
• Delisting agreement concluded with delisting tender offer to be launched with the Bidder
• Resolution concerning conclusion of a domination and profit and loss transfer agreement planned for Annual General Meeting
• 10% capital increase by EQT to finance additional development opportunities at
  va-Q-tec, planned immediately after settlement of the takeover offer

Würzburg, 30 June 2023 va-Q-tec AG (“va-Q-tec”), a pioneer of highly efficient products and solutions in the area of thermal insulation (so-called super thermal insulation) and temperature-controlled supply chains (so-called TempChain logistics), announces that today the Austrian Federal Competition Authority (Bundeswettbewerbsbehörde) has declared its waiver of a further review, whereby the voluntary public takeover offer is deemed to be cleared. After clearance by the German Federal Cartel Office (Bundeskartellamt) had already been granted on 12 June 2023, all conditions for the settlement of the voluntary public takeover offer of Fahrenheit AcquiCo GmbH (the “Bidder”) have now been fulfilled. The payment of the offer price to the shareholders will be made immediately upon settlement of the takeover offer, which is expected to occur on 6 July 2023.

Dr. Joachim Kuhn, founder and CEO of va-Q-tec AG: “We are very pleased with the broad shareholder support for our future plans with EQT as a financially strong and entrepreneurial partner. With the fulfilment of all conditions, the way is now paved for the completion of the offer and the subsequent planned capital increase by EQT to finance additional development opportunities at va‑Q-tec. As a consequence, we are now at the beginning of the next chapter in our company’s success story. This is very good news for va-Q-tec as a company, for our workforce, for the regions of Würzburg and of Kölleda in Thuringia, as well as for our twelve subsidiaries all over the world.”

Matthias Wittkowski, Partner within EQT Private Equity’s Advisory Team: “The support for the takeover offer gives us the opportunity to execute upon our sustainable growth strategy for va-Q-tec. By partnering with va-Q-tec’s founders and management, we are pursuing the aim of supporting va-Q-tec in reaching its full potential and thereby establishing a global force in high-performance thermal insulation. We are very excited and look forward to working with va-Q-tec’s management team.”

Following the successful settlement of the takeover offer, the Bidder plans to carry out a delisting of va-Q-tec’s shares through a public delisting tender offer, which is why the parties entered into a delisting agreement immediately after becoming aware today of the waiver of a further review by the Austrian Federal Competition Authority. Furthermore, as of now it is intended to resolve upon a resolution concerning the conclusion of a domination and profit and loss transfer agreement between the Bidder and va-Q-tec at this year’s Annual General Meeting. In addition, following settlement of the takeover offer, the Bidder will subscribe for new va-Q-tec shares corresponding to 10% of the current share capital at an issue price of EUR 26.00 per new va-Q-tec share to be issued by way of a capital increase.

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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, as a consequence, 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.

Further information: www.va-q-tec.com,
Follow va-Q-tec on Twitter: @vaQtec, LinkedIn: linkedin.com/company/va-Q-tec 

About EQT 
EQT is a global investment organization with more than EUR 114 billion in assets under management in two business areas – Private Capital and Real Assets. EQT funds have investments in companies in Europe, Asia and America. EQT supports portfolio companies on their path to achieving sustainable growth, operational excellence and market leadership.

Further information: www.eqtgroup.com
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Disclaimer
This release contains statements about the future development of va-Q-tec. These forward-looking statements are based on the Management Board’s current expectations, assumptions and forecasts, and the information currently available to the Management Board, and have been prepared to the best of its knowledge and belief. No guarantee or liability can be assumed for the occurrence of the future developments and results mentioned in relation to such forward-looking statements. Rather, future developments and results depend on various factors. These entail risks and uncertainties that are beyond va-Q-tec’s control and are based on assumptions that may prove to be incorrect. Notwithstanding legal requirements to adjust forecasts, va-Q-tec assumes no obligation to update the forward-looking statements contained in this release.