Vantage Towers AG ad hoc announcement:
Conclusion of a delisting agreement between Vantage Towers AG and Oak Holdings GmbH, and application for the revocation of the admission of Vantage Towers AG shares to the regulated market at Frankfurt stock exchange (Frankfurter Wertpapierbörse) and termination of the inclusion of Vantage Towers Shares in the open market (Freiverkehr).
Düsseldorf, 20th March 2023 – Today, the Management Board resolved, with the approval of Vantage Towers AG’s Supervisory Board, to enter into a delisting agreement with Oak Holdings GmbH and, based thereon, to file an application for the revocation of the admission of Vantage Towers AG’s shares to trading on the regulated market at Frankfurt stock exchange (Frankfurter Wertpapierbörse) (so-called delisting) and to apply for the termination of the inclusion of the shares in the Open Market (Freiverkehr). The delisting agreement is being entered after all conditions for Oak Holdings GmbH’s takeover offer to the shareholders of Vantage Towers AG have been met on 16 March 2023. Completion of the takeover offer and the joint venture among Vodafone GmbH and Oak Consortium GmbH, a holding company controlled by funds managed or advised by Global Infrastructure Partners and investment funds, vehicles and/or accounts advised and managed by various subsidiaries of KKR & Co. Inc., is expected for 22 March 2023.
According to the delisting agreement, Oak Holdings GmbH will offer the shareholders of Vantage Towers AG to acquire all of their shares (delisting acquisition offer). Oak Holdings GmbH has undertaken vis-à-vis Vantage Towers AG to offer a consideration of EUR 32.00 per Vantage Towers AG share in its delisting acquisition offer (subject to a voluntary increase). The delisting acquisition offer will not be subject to any conditions. Vantage Towers AG has undertaken in the delisting agreement, subject to the review of the published offer document and within the scope of and in compliance with its legal obligations, to support the delisting offer.
After the delisting becomes effective, the shares of Vantage Towers AG will no longer be admitted to trading and will no longer be traded on a domestic regulated market or a comparable market abroad. Trading of the shares in the open market (Freiverkehr) will also no longer be possible when the inclusion of the Vantage Towers shares there ends and is not re-established.
Düsseldorf, 20th March 2023 – Today, the Management Board resolved, with the approval of Vantage Towers AG’s Supervisory Board, to enter into a delisting agreement with Oak Holdings GmbH and, based thereon, to file an application for the revocation of the admission of Vantage Towers AG’s shares to trading on the regulated market at Frankfurt stock exchange (Frankfurter Wertpapierbörse) (so-called delisting) and to apply for the termination of the inclusion of the shares in the Open Market (Freiverkehr). The delisting agreement is being entered after all conditions for Oak Holdings GmbH’s takeover offer to the shareholders of Vantage Towers AG have been met on 16 March 2023. Completion of the takeover offer and the joint venture among Vodafone GmbH and Oak Consortium GmbH, a holding company controlled by funds managed or advised by Global Infrastructure Partners and investment funds, vehicles and/or accounts advised and managed by various subsidiaries of KKR & Co. Inc., is expected for 22 March 2023.
According to the delisting agreement, Oak Holdings GmbH will offer the shareholders of Vantage Towers AG to acquire all of their shares (delisting acquisition offer). Oak Holdings GmbH has undertaken vis-à-vis Vantage Towers AG to offer a consideration of EUR 32.00 per Vantage Towers AG share in its delisting acquisition offer (subject to a voluntary increase). The delisting acquisition offer will not be subject to any conditions. Vantage Towers AG has undertaken in the delisting agreement, subject to the review of the published offer document and within the scope of and in compliance with its legal obligations, to support the delisting offer.
After the delisting becomes effective, the shares of Vantage Towers AG will no longer be admitted to trading and will no longer be traded on a domestic regulated market or a comparable market abroad. Trading of the shares in the open market (Freiverkehr) will also no longer be possible when the inclusion of the Vantage Towers shares there ends and is not re-established.
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