Reference is made to the stock exchange notice from Hexagon AB on 20 December 2013 related to the recommended unconditional cash offer for the remaining shares in Veripos Inc. (“Veripos”) not already owned by Hexagon Acquisition Ltd. (the “Offer”), an indirectly wholly owned subsidiary of Hexagon AB (Hexagon AB and Hexagon Acquisition Ltd. hereinafter jointly referred to as “Hexagon”), the offer document related to the Offer dated 23 December 2013 (the “Offer Document”) and the stock exchange notice from Hexagon on 29 January 2014 regarding the extension of the acceptance period under the Offer until 16:30 CET on 7 February 2014.
At expiry of the acceptance period, Hexagon had received acceptances of the Offer from shareholders holding 22,317,896 shares, representing 67.4 per cent of the outstanding shares of Veripos. In addition, Hexagon owns 10,055,090 shares in Veripos, representing 30.3 per cent of the outstanding shares of Veripos. Accordingly, Hexagon owns and has received acceptances for 32,372,986 shares, representing 97.7 per cent of the total shares in Veripos.
Please note that the result of the Offer is preliminary and may be subject to adjustments, however, such adjustments (if any) are expected to be non-material.
Cash settlement of the Offer will be conducted on 18 February 2014.
As stated in the Offer Document, it is Hexagon’s intention, following settlement of the Offer, to complete a compulsory acquisition of any minority shares in Veripos not owned by Hexagon. Since Hexagon will own more than 90 per cent of the shares of Veripos following the settlement of the Offer, Hexagon has, as further stated in the Offer Document, various options available for executing a compulsory acquisition under Cayman law. Further announcement regarding the compulsory acquisition will be made in due course.
SEB Corporate Finance is acting as financial adviser for Hexagon.
Hexagon (NASDAQ OMX Stockholm: HEXA B) is a leading global provider of design, measurement and visualisation technologies. Our customers can design, measure and position objects, and process and present data, to stay one step ahead of a changing world. Hexagon’s solutions increase productivity, enhance quality and allow for faster, better operational decisions, saving time, money and resources. Hexagon has more than 14,000 employees in over 40 countries and net sales of about 2,400 MEUR. Our products are used in a broad range of industries including surveying, power and energy, aerospace and defence, construction, safety and security, automotive and manufacturing. Learn more at www.hexagon.com.
