15 January 2013
Squeeze-out initiated for DOUGLAS HOLDING AG
Frankfurt am Main, 15 January 2013 - Beauty Holding Three AG, a holding company indirectly held in part by funds advised by Advent International and in part by the Kreke family, today initiated a squeeze-out of minorityshareholders against payment of a cash compensation in order to acquire all shares in DOUGLAS HOLDING AG.
At over 95 percent, the size of Beauty Holding Three AG´s shareholding in DOUGLAS HOLDING AG facilitates a squeeze-out of the minority shareholders and hence a de-listing of DOUGLAS HOLDING AG. To this end, DOUGLAS HOLDING AG has been notified of Beauty Holding Three AG´s request for a resolution to be passed at the next general meeting, under which all shares held by minority shareholders are to be transferred by way of a squeeze-out to Beauty Holding Three AG as majority shareholder. The size of the cash compensation will be determined at a later date. The next general meeting of DOUGLAS HOLDING AG is due to be held in May 2013.
Beauty Holding Three AG had published a voluntary public tender offer on October 31, 2012; the tender offer was accepted by a large number of shareholders. In total, Beauty Holding Three AG now holds 96.17 percent of shares in DOUGLAS HOLDING AG. As the 95 percent threshold has been passed, all shareholders who have so far not accepted the tender offer during the acceptance period or the additional acceptance period can tender their shares for the price of EUR 38 per share in cash during a further tender period ending at midnight CET on March 20, 2013.
Ranjan Sen, General Manager of Advent International GmbH in Frankfurt: ´The high acceptance rate of over 95 percent makes the squeeze-out the logical next step for the partnership with DOUGLAS HOLDING and the Kreke family. Under the new, stable ownership structure, DOUGLAS Group will benefit from the de-listing and a significant reduction in regulatory requirements.´
Further information on the public tender offer may be accessed on www.douglas-offer.com.
About DOUGLAS HOLDING AG
With annual sales of more than EUR 3 billion, the DOUGLAS Group ranks amongst the leading European retailers. As a company listed in the MDAX the DOUGLAS Group represents ´Excellence in Retailing´ - with outstanding service, top quality products, an experiential store ambiance, and the friendliest employees in the business. The Group´s five retail divisions - Douglas perfumeries, Thalia bookstores, Christ jewelry stores, AppelrathCüpper fashion stores, and Hussel confectioneries - are among the market leaders and trendsetters in their respective sectors. The more than 24,000 employees provide a high level of service in the 1,900 specialty stores. In its state-of-the-art online shops the DOUGLAS Group also offers its outstanding service on the Internet.
For further information please go to www.douglas-holding.com.
About Advent International
Founded in 1984, Advent International is one of the world´s leading global buyout firms, with offices in 16 countries on four continents. Advent International is advised on investments in Germany by Advent International GmbH, Frankfurt. A driving force in international private equity for more than 28 years, Advent International has built an unparalleled global platform of over 170 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, working actively with management teams to drive revenue growth and earnings improvements in portfolio companies. Since inception, Advent International has raised EUR 28 billion (USD 37 billion) in private equity capital and, through its buyout programmes, has completed 279 transactions in 35 countries.
For further information please go to www.adventinternational.com.
Important legal information / Disclaimer
This announcement is neither an offer to purchase nor an invitation to submit for sale the shares of DOUGLAS HOLDING AG. The terms and conditions of the takeover offer as well as other provisions pertaining to the takeover offer are solely governed by the offer document which is published in the internet under http://www.douglas-offer.com. (...)
At over 95 percent, the size of Beauty Holding Three AG´s shareholding in DOUGLAS HOLDING AG facilitates a squeeze-out of the minority shareholders and hence a de-listing of DOUGLAS HOLDING AG. To this end, DOUGLAS HOLDING AG has been notified of Beauty Holding Three AG´s request for a resolution to be passed at the next general meeting, under which all shares held by minority shareholders are to be transferred by way of a squeeze-out to Beauty Holding Three AG as majority shareholder. The size of the cash compensation will be determined at a later date. The next general meeting of DOUGLAS HOLDING AG is due to be held in May 2013.
Beauty Holding Three AG had published a voluntary public tender offer on October 31, 2012; the tender offer was accepted by a large number of shareholders. In total, Beauty Holding Three AG now holds 96.17 percent of shares in DOUGLAS HOLDING AG. As the 95 percent threshold has been passed, all shareholders who have so far not accepted the tender offer during the acceptance period or the additional acceptance period can tender their shares for the price of EUR 38 per share in cash during a further tender period ending at midnight CET on March 20, 2013.
Ranjan Sen, General Manager of Advent International GmbH in Frankfurt: ´The high acceptance rate of over 95 percent makes the squeeze-out the logical next step for the partnership with DOUGLAS HOLDING and the Kreke family. Under the new, stable ownership structure, DOUGLAS Group will benefit from the de-listing and a significant reduction in regulatory requirements.´
Further information on the public tender offer may be accessed on www.douglas-offer.com.
About DOUGLAS HOLDING AG
With annual sales of more than EUR 3 billion, the DOUGLAS Group ranks amongst the leading European retailers. As a company listed in the MDAX the DOUGLAS Group represents ´Excellence in Retailing´ - with outstanding service, top quality products, an experiential store ambiance, and the friendliest employees in the business. The Group´s five retail divisions - Douglas perfumeries, Thalia bookstores, Christ jewelry stores, AppelrathCüpper fashion stores, and Hussel confectioneries - are among the market leaders and trendsetters in their respective sectors. The more than 24,000 employees provide a high level of service in the 1,900 specialty stores. In its state-of-the-art online shops the DOUGLAS Group also offers its outstanding service on the Internet.
For further information please go to www.douglas-holding.com.
About Advent International
Founded in 1984, Advent International is one of the world´s leading global buyout firms, with offices in 16 countries on four continents. Advent International is advised on investments in Germany by Advent International GmbH, Frankfurt. A driving force in international private equity for more than 28 years, Advent International has built an unparalleled global platform of over 170 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, working actively with management teams to drive revenue growth and earnings improvements in portfolio companies. Since inception, Advent International has raised EUR 28 billion (USD 37 billion) in private equity capital and, through its buyout programmes, has completed 279 transactions in 35 countries.
For further information please go to www.adventinternational.com.
Important legal information / Disclaimer
This announcement is neither an offer to purchase nor an invitation to submit for sale the shares of DOUGLAS HOLDING AG. The terms and conditions of the takeover offer as well as other provisions pertaining to the takeover offer are solely governed by the offer document which is published in the internet under http://www.douglas-offer.com. (...)
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