Draft offer memorandum to be submitted to AFM later today
London, October 5, 2012 – AI Garden B.V., a newly incorporated wholly owned subsidiary of funds managed by Advent International Corporation, (Advent) announces that the preparations of its intended recommended public offer for Mediq N.V. (Mediq) are well under way.
On September 24, 2012 Advent and Mediq jointly announced conditional agreement on a recommended all-cash full public offer of EUR 13.25 per ordinary share for Mediq (the Offer).
The Offer values 100% of the issued and outstanding Mediq ordinary shares at approximately EUR 775 million. Advent will finance the maximum total amount of the Offer of approximately EUR 775 million through approximately EUR 515 million of equity and approximately EUR 260 million of debt.
As announced on September 24, 2012, Advent has sufficient funds available to complete the Offer. In order to finance the Offer, Advent has secured fully committed equity and debt financing, whereby the equity will be funded by certain Advent funds and the debt financing package received from a consortium of 5 reputable European financial institutions. Both the equity funding and the debt financing are fully committed.
The committed debt financing is subject to customary conditions consistent with the conditions to the Offer and in line with current market practice. Advent has no reason to believe that these conditions will not be fulfilled on or prior to the settlement date. The equity funding has been committed on an unconditional basis and will be made available when the offer is declared unconditional.
Advent will submit a request for approval of its draft offer memorandum to the Netherlands Authority for the Financial Markets (AFM) later today.
It is expected that the Offer will be launched the end of this month.
Further announcements will be made as appropriate.
The information in this press release is not intended to be complete and for further information explicit reference is made to the offer memorandum, which is expected to be published during Q4 2012. The offer memorandum will contain details of the proposed Offer. The Mediq shareholders are advised to review the offer memorandum in detail.
For more information
For media enquiries:
Advent Media Relations
Fergus Wheeler / Sophia Winfield
Tel: +44 (0) 207 269 7259 / 7161
firstname.lastname@example.org / email@example.com
Founded in 1984, Advent is one of the world’s leading global buyout firms, with offices in 16 countries on four continents. A driving force in international private equity for more than 27 years, Advent has built an unparalleled global platform of over 160 investment professionals across Western and Central Europe, North America, Latin America and Asia. The firm focuses on international buyouts, strategic repositioning opportunities and growth buyouts in five core sectors, including healthcare, working actively with management teams to drive revenue growth and earnings improvements in portfolio companies. Since inception, Advent has raised € 19.4 billion in private equity capital and, through its buyout programmes, has completed over 270 transactions in 35 countries.
For more information, visit www.adventinternational.com.
This announcement is for information purposes only and does not constitute an offer or an invitation to acquire or dispose of any securities or investment advice or an inducement to enter into investment activity. This announcement does not constitute an offer to sell or issue or the solicitation of an offer to buy or acquire the securities of Advent or Mediq in any jurisdiction.
The distribution of this press release may, in some countries, be restricted by law or regulation. Accordingly, persons who come into possession of this document should inform themselves of and observe these restrictions. To the fullest extent permitted by applicable law, Advent and Mediq disclaim any responsibility or liability for the violation of any such restrictions by any person. Any failure to comply with these restrictions may constitute a violation of the securities laws of that jurisdiction. Neither Advent, nor Mediq, nor any of their advisors assumes any responsibility for any violation by any person of any of these restrictions. Any Mediq shareholder who is in any doubt as to his position should consult an appropriate professional advisor without delay. This announcement is not to be published or distributed in or to Canada, Japan and the United States.
Forward looking statements
This press release may include “forward-looking statements” and language indicating trends, such as “anticipated” and “expected.” Although Advent and Mediq believe that the assumptions upon which their respective financial information and their respective forward-looking statements are based are reasonable, they can give no assurance that these assumptions will prove to be correct. Neither Advent nor Mediq, nor any of their advisors accepts any responsibility for any financial information contained in this press release relating to the business or operations or results or financial condition of the other or their respective groups.