Schro­ben­hau­sen — SD Thesau­rus GmbH, Munich, has submit­ted a manda­tory offer and delis­ting offer to the share­hol­ders of the listed Bauer Akti­en­ge­sell­schaft, Schro­ben­hau­sen. — NETWORK advi­sed BAUER Akti­en­ge­sell­schaft in connec­tion with the tran­sac­tion and prepared a fair­ness opinion for the Manage­ment Board and the Super­vi­sory Board.

Tran­sac­tion

SD Thesau­rus GmbH has published on March 31, 2023 a noti­fi­ca­tion of the acqui­si­tion of control over BAUER Akti­en­ge­sell­schaft pursu­ant to the German Secu­ri­ties Acqui­si­tion and Take­over Act. Subse­quently, on April 18, 2023, SD Thesau­rus GmbH announ­ced its decis­ion to make a public delis­ting offer to the share­hol­ders of BAUER Akti­en­ge­sell­schaft in accordance with the Stock Exch­ange Act as a conse­quence of the acqui­si­tion of control toge­ther with the manda­tory offer. On May 12, 2023 SD Thesau­rus GmbH offe­red the share­hol­ders of BAUER Akti­en­ge­sell­schaft a purchase price of EUR 6.29 per share, corre­spon­ding to an equity value of EUR 270.7 million.
By the report­ing date, the Offer had been accepted for a share of appro­xi­m­ately 14.91% of the share capi­tal and voting rights of BAUER AG. The delis­ting of the Company became effec­tive at the end of June 20, 2023. NETWORK advi­sed BAUER Akti­en­ge­sell­schaft in connec­tion with the tran­sac­tion and prepared a fair­ness opinion for the Manage­ment Board and the Super­vi­sory Board.

The Bauer AG

BAUER Akti­en­ge­sell­schaft is a leading inter­na­tio­nal provi­der of services, equip­ment and products for soil and ground­wa­ter, with a large number of subsi­dia­ries in around 70 count­ries. The Group opera­tes in three segments: Cons­truc­tion, Equip­ment and Resour­ces. As of Decem­ber 31, 2022, the BAUER Group employed around 11,900 people.

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