Statement by the Board of Directors of Höganäs in

New Post Public Reply Private Reply Replies (0) Message Board

News Desk 2018

Sep 10, 2013 at 5:15 AM

Statement by the Board of Directors of Höganäs in relation to H Intressenter’s increased public offer of SEK 337,50 per share

The Board of Directors recommends the shareholders in Höganäs to accept the increased offer by H Intressenter Background This statement is made by the Board of Directors of Höganäs AB (publ) pursuant to section II.19 of the rules concerning public takeover offers on the stock market adopted by NASDAQ OMX Stockholm. On 11 February 2013, H Intressenter announced a public offer to the shareholders in Höganäs to sell their shares in Höganäs to H Intressenter (the "Offer"). Adjusted for the dividend from Höganäs of SEK 10 per share, H Intressenter offered SEK 310 in cash per share in Höganäs. H Intressenter have thereafter, according to a press release on 22 May 2013, increased the Offer by SEK 15 per share to SEK 325 per share. On 22 May 2013, the Board of Directors of Höganäs announced that it recommended all shareholders in Höganäs to accept H Intressenter’s Offer of SEK 325 per share. On 20 August 2013, H Intressenter announced that the Offer was completed and that H Intressenter and Lindéngruppen following completion together would hold approximately 51.2 percent of the shares and 61.4 percent of the votes in Höganäs. The acceptance period for the Offer was at the same time extended up to and including 6 September 2013. On 4 September 2013, H Intressenter announced that the Offer will be further increased by SEK 12,50 to SEK 337,50 per share in Höganäs, provided that H Intressenter obtains control of more than 90 percent of all the shares in Höganäs. H Intressenter has reserved the right to waive, in whole or in part, this condition. The acceptance period will be extended up to and including 20 September 2013. If H Intressenter obtains control of more than 90 percent of the shares in Höganäs, compensation corresponding to the price increase will be paid to those who have previously accepted the Offer and received SEK 325 per share. H Intressenter has entered into agreements with Didner & Gerge Fonder and Swedbank Robur Fonder to acquire all their shares in Höganäs, in total 4,259,189 shares, corresponding in total to 12.1 percent of the shares and 9.8 percent of the votes, at a price of SEK 337.50 per share. The agreements are conditional upon H Intressenter obtaining control of more than 90 percent of the shares in Höganäs. The shares acquired under these agreements, together with the shares in Höganäs controlled by H Intressenter, represents in total 63.3 percent of the shares and 71.2 percent of the votes in Höganäs. The Board of Directors has noted that the news agency Direkt has reported that also Lannebo Fonder expressed its intent to accept the Offer. For further information regarding the Offer please refer to H Intressenter’s web site www.h-intressenter.se, where the offering circular and the press releases announced by H Intressenter since 11 February 2013 are held available. Board of Directors’[1] (http://#_ftn1) evaluation The Board of Directors has taken into account a number of factors that the Board has considered relevant in the assessment of H Intressenter’s present and previous Offers. These factors include, but are not limited to, Höganäs' current financial position, expected future development and potential and related opportunities and risks. The Board of Directors has also analysed the Offer using the methods normally used for evaluating bids for listed companies, including the bid premium in relation to the share price, Höganäs’ valuation in relation to comparable listed companies and comparable acquisitions, the stock market’s expectation of the development of Höganäs’ profitability and share price, and the Board of Directors’ expectation of Höganäs’ long-term value based on expected future cash flows. The Board of Directors concludes that the Offer of SEK 337.50 per share in Höganäs exceeds the previous offer of SEK 325 per share, which was announced by H Intressenter through a press release on 22 May 2013, with 12.50 kronor (about 3.8 percent) per share in Höganäs. In light of the above, the Board of Directors' overall assessment is that the Offer is fair from a financial point of view and the Board of Directors unanimously recommends all shareholders in Höganäs to accept the Offer. Höganäs, Sweden, 10 September 2013 The Board of Directors of Höganäs AB (publ) For more information, please contact: Anders G Carlberg, Chairman of the Board of Höganäs Tel: +46 (0)70 543 7576 Höganäs announces this information in accordance with the Swedish Securities Market Act and/or the Financial Instruments Trading Act. The information was submitted for publication at 11.00 a.m. on 10 September 2013. ---------------------------------------------------------------------- [1] (http://#_ftnref1) Board members Jenny Lindén Urnes, Erik Urnes and Urban Jansson are affiliated to H Intressenter AB, and accordingly, has not participated in Höganäs’ Board of Directors’ handling of the Offer. Höganäs AB (publ) is the world’s leading producer of iron and metal powders. Building on its clear vision of the possibilities of powder to improve efficiency, the consumption of resources and environmental impact across a raft of segments, the company has developed in-depth application skills. Thus Höganäs can help create the automotive components, white goods, water and exhaust treatment products of the future in collaboration with its customers. Founded in 1797, the company had sales of MSEK 6,700 in 2012, and is quoted on NASDAQ OMX Stockholm’s Mid Cap List. For more information, please visit our website: www.hoganas.com.

Newer

Older

Scroll down for more posts ▼

Top 10 Most Recent News Articles

Duke Energy Braces for Isaias: Key Prep Steps Ahead

Brace Yourself: Duke Energy Gears Up for Isaias In the ever-unpredictable game of Mother Nature versus infrastructure, Duke Energy is stepping into the ring once more, readying to tackle potential outages across the Carolinas as Hurricane Isaias edges near. Listen, if there's one thing I've learned over years of watching these weather events unfold on the stock ticker and...

TKO's Bold $2B All-Cash Move for SVC's Hotels

TKO's Big, Bold Bid: What Does it Mean? In the crazy world of high-stakes hospitality investments, there are moments that turn heads. TKO's $2 billion all-cash offer to snag Service Properties Trust's prized hotel portfolio is exactly one of those shake-ups. Let's not sugarcoat it; this is a bold move to the big leagues, and it's not without its quirks. A Cash-Infused...

BETR Faces Securities Fraud Actions Post-Misleading Statements

Unpacking the Legal Drama Around BETR The tale of Better Home & Finance Holding Company (BETR) is like a roadside crash you can't help but stare at. We're talking big, ugly losses and a chance for investors who got roughed up to throw some punches back with a securities fraud class action. The legal honchos at Howard G. Smith's law office are rallying the troops. If...

HackerOne Finds Cybersecurity Challenges in Exposure Debt

Understanding the Implications of 'Exposure Debt' When you hear about 'exposure debt', it's not just tech jargon—it's a core issue hacking at the very safety nets companies rely on. This term, highlighted in HackerOne's latest Security Research Report, marks a stark reality in cybersecurity. The backlog of verified yet unresolved vulnerabilities surged a whopping 131%...

Moore, Schulman & Moore Attorneys Earn Top Honors Again

In the realm of family law, consistency in excellence matters just as much as landing a high-stakes stock trade. Moore, Schulman & Moore, APC, a San Diego family law outfit, has grabbed the spotlight yet again with nine of its ace attorneys snagging recognition from the 2027 Super Lawyers roster. A Tradition of Professional Recognition Leading the pack is Erik Moore, a...

STRATA Showcases Excimer Laser Success in Dermatology

The Cutting Edge of Skin Care: STRATA's Spotlight It's not every day you hear about dermatology shaking things up, but STRATA Skin Sciences, Inc. pulled it off with flair at the 2026 Fall Clinical Dermatology Conference in Las Vegas. For 'skin in the game,' these folks are leading the charge with their innovative excimer laser phototherapy approach, shining a fresh light...

Mastering Packaging Costs: Beyond the Box Price

Peeling Back the Layers of Packaging Costs Packaging's a bit like an onion—every layer you peel back reveals another cost you didn’t see at first glance. Folks in the know, like Kyle Reger of Jamestown Container Companies, are flipping the script on how we approach packaging expenses. It's not just about snagging the cheapest box on the shelf anymore. There's a whole...

Bill Evans Enhances Gateway's Wealth Management Expertise

Welcome Aboard, Bill Evans Some days the financial world throws a gem your way, something worth more than a rat-race racehorse in a shattered stock rally. Meet Bill Evans, a seasoned professional stepping into the vibrant arena of Gateway Financial Partners. He’s put in 29 years around the investment block, and now he’s parking himself in Glastonbury, Connecticut, set...

AI Visibility: A Game Changer for SEO in 2027?

AI Changes the SEO Game Rank Math, the brains behind a trusty WordPress SEO plugin, has thrown a bold prediction at us: AI visibility is set to become a standard SEO metric next year. Gurugram, India, saw this gem of an announcement on October 9, 2026. So, what's ticking here? Consumers, more than ever, are resting on AI-generated answers to make decisions. It's like...

Zenni and Chase Stokes Foster Student Wellbeing in NYC

Picture this: near 300 high schoolers milling around, glancing through shiny new glasses from the Zenni x Chase Stokes collection. In the heart of New York City, these kids are getting a double-dose of care that's all too rare—free vision screenings paired with mental health support. It's the kind of collaboration that shows you what's possible when a company, an actor,...