CAMBRIDGE, ON, Feb. 5, 2021 /CNW/ - ATS Automation Tooling
Systems Inc. (TSX: ATA) ("ATS" or the "Company"), an
industry-leading automation solutions provider, today announced
that the Italian securities regulatory authority has approved the
Offer Document filed by ATS Automation Holdings Italy S.r.l., a
limited liability company indirectly and wholly controlled by ATS,
with respect to its previously announced voluntary public tender
offer for the shares of CFT S.p.A. (BIT:CFT) ("CFT"), an
established global supplier to the food and beverage equipment
market. The tender offer of €4.60 per share represents a total
equity value of €88 million and a total enterprise value of €166
million (~C$260 million).
![ATS Automation Tooling Systems Logo (CNW Group/ATS Automation Tooling Systems Inc.) ATS Automation Tooling Systems Logo (CNW Group/ATS Automation Tooling Systems Inc.)](https://mma.prnewswire.com/media/1433795/ATS_Automation_Tooling_Systems_Inc__ATS_Tender_Offer_For_Global.jpg)
The tender offer will be open for acceptance during the period
commencing February 8th,
2021 and ending at 5:30 p.m. (CET) on
March 12th, 2021, unless
extended, in accordance with applicable law. If the tender
offer is successful, it would close approximately one week after
the end of such acceptance period. A courtesy English
translation version of the Offer Document, as well as other
transaction related documents, including weekly tender reports,
will be available on the ATS website (astautomation.com) commencing
on February 5th,
2021.
As previously disclosed, the tender offer is subject to various
approvals and closing conditions, and there can be no assurance
that any remaining approvals will be obtained and/or any remaining
conditions will be met and therefore no assurance that ATS will be
successful in acquiring CFT. To date, certain conditions or
approvals have been met or obtained, including approvals from the
German anti-trust authority and the Spanish foreign investment
authority, and the waiver of certain lock-up
arrangements. Remaining conditions to closing include that:
(i) ATS be in a position to acquire at least 90% of outstanding
ordinary share capital of CFT by the end of the offer period in
order to effect the delisting of CFT's ordinary shares from the AIM
Italia stock exchange, (ii) specified changes to the by-laws of CFT
are approved by its shareholders, and (iii) other customary
regulatory approvals are received, including approval from the
Italian foreign investment authority. In the event that less than
90% of the outstanding ordinary shares of CFT are submitted to the
tender offer, ATS may elect to close on such lesser amount and
pursue other methods for effecting the delisting. In addition, if
less than 100% of the outstanding shares of CFT are submitted
pursuant to the tender offer, ATS will retain minority shareholder
interests in CFT should it proceed to complete the tender
offer.
About ATS
ATS is an industry-leading automation
solutions provider to many of the world's most successful
companies. ATS uses its extensive knowledge base and global
capabilities in custom automation, repeat automation, automation
products and value-added services, including pre-automation and
after-sales services, to address the sophisticated manufacturing
automation systems and service needs of multinational customers in
markets such as life sciences, chemicals, consumer products,
electronics, food, beverage, transportation, energy, and oil and
gas. Founded in 1978, ATS employs approximately 4,200 people at 20
manufacturing facilities and over 50 offices in North America, Europe, Southeast
Asia and China. The
Company's shares are traded on the Toronto Stock Exchange under the
symbol ATA. Visit the Company's website at
www.atsautomation.com.
About CFT S.p.A.
CFT S.p.A. is the operational holding
company of the CFT Group, active in Italy and abroad in the design, development
and production of turn-key machines and systems for the food and
beverage sector. The company was founded in 1945, and is
headquartered in Parma, Italy. CFT
supports its global customer base through market leading brands,
eight facilities and over 900 employees. The company's shares are
traded on the AIM Italia stock exchange under the symbol CFT. Visit
the Company's website at https://www.cft-group.com for more
details.
Forward-Looking Statements:
This news release contains
certain statements that constitute forward-looking information
within the meaning of applicable securities laws ("forward-looking
statements"). Such forward-looking statements involve known and
unknown risks, uncertainties and other factors that may cause the
actual results, performance or achievements of ATS or CFT, or
developments in either ATS' or CFT's business or in their industry,
to differ materially from the anticipated results, performance,
achievements or developments expressed or implied by such
forward-looking statements. Forward-looking statements include all
disclosure regarding possible events, conditions or results of
operations that is based on assumptions about future economic
conditions and courses of action. Forward-looking statements may
also include, without limitation, any statement relating to future
events, conditions or circumstances. ATS cautions you not to place
undue reliance upon any such forward-looking statements, which
speak only as of the date they are made.
Forward-looking statements in this press release relate to,
among other things: statements with respect to completion of and
timing for completion of the tender offer, including the remaining
conditions and approvals necessary for closing.
The risks and uncertainties that may affect forward-looking
statements include that there can be no assurance that the proposed
acquisition of CFT will occur or that the expected timeline will be
realized. Closing of the tender offer is subject to various
approvals and the fulfillment of certain conditions and there can
be no assurance that any remaining approvals will be obtained
and/or any remaining conditions will be met, including the
condition that 90% of shares be tendered in response to the offer.
The tender offer could be modified, delayed, or terminated.
The forward-looking statements in this document are, unless
otherwise indicated, stated as of the date hereof and are presented
for the purpose of assisting investors and others in understanding
the proposed acquisition, our future operations if the tender offer
is completed, our financial position and results of operations as
well as our objectives and strategic priorities, and may not be
appropriate for other purposes. Forward-looking statements are
based on management's current plans, estimates, projections,
beliefs and opinions, and other than as required by applicable
securities laws, ATS does not undertake any obligation to update
forward-looking statements should assumptions related to these
plans, estimates, projections, beliefs and opinions change.
SOURCE ATS Automation Tooling Systems Inc.