Reopening of the offer
Amendment of the credit facilities
GUELPH, ON, Jan. 21, 2016 /CNW/ - The Autorité des marchés
financiers (the French market authority, the "AMF") has
published today the final results of the public tender offer
initiated by Linamar on the shares of Montupet S.A (the
"Offer"). As of January 21,
2016, a total of 10,010,215 shares of Montupet S.A have been
tendered to the Offer. The minimum success threshold representing
at least 50% of the share capital and the voting rights of Montupet
S.A has been reached by Linamar and the Offer was hence
successfully completed.
At the date of the settlement and delivery of the Offer, Linamar
should hold 92.84% of the share capital and 92.41% of voting rights
of Montupet S.A.
Pursuant to article 232-4 of the AMF General Regulation, the
Offer will be reopened for the same price of €71.53 per share for a
period of ten (10) trading days. A calendar notice will be
published shortly by the AMF in this respect.
Linda Hasenfratz, CEO of Linamar,
commented: "We are extremely delighted with the results to date
of our tender offer. It is a major achievement which will enable us
to start the collaboration between our two companies and move
forward together with the team at Montupet. Having obtained such
level of acceptance is a clear endorsement and demonstrates the
attractive valuation we offered to Montupet's shareholders. We look
forward to the remaining shareholders tendering their shares as the
reopened offer period starts shortly."
Stéphane Magnan, Chairman & CEO of Montupet, added: "The
tie-up we propose to our shareholders makes sense with the
combination of leading expertises and Linamar is the right partner
for Montupet. Together with the employees of Montupet, I want to
reaffirm my commitment to the success of this project."
In addition, Linamar Corporation (TSX:LNR) has announced today
that it has amended and restated its credit facilities in
connection with the Offer. The amended and restated credit
facilities include (i) a non-revolving term credit facility in the
aggregate principal amount of up to CAD$600
million (the "Term Facility") for the purpose of
funding, in whole or in part, the purchase price of the Offer and
(ii) the continuation and increase of the previously existing
revolving credit facility to the aggregate principal amount of up
to CAD$950 million (the "Revolving
Facility") to fund the Offer and for general corporate
purposes. Both the Term Facility and the Revolving Facility expire
on January 21, 2021 and are under
terms and conditions largely consistent with Linamar's previously
existing credit facility. The amended and restated credit
facilities provide for Euro drawings and the Euro denominated debt
associated with the acquisition will be designated as a net
investment hedge of the assets of Montupet S.A.
Linamar Corporation (TSX:LNR) is a diversified global
manufacturing Company of highly engineered products powering
vehicles, motion, work and lives. The Company is made up of 2
operating segments – the Powertrain/Driveline segment and the
Industrial segment, which are further divided into 4 operating
groups – Machining & Assembly, Light Metal Casting, Forging,
and Skyjack, all world leaders in the design, development and
production of highly engineered products. The Company's Machining
and Assembly, Casting and Forging operating groups focus on
precision metallic components, modules and systems for engine,
transmission and driveline systems & structural components
designed for global vehicle and industrial markets. The Company's
Skyjack operating group is noted for its innovative, high quality
mobile industrial equipment, notably its class-leading aerial work
platforms and telehandlers. With more than 19,500 employees in 48
manufacturing locations, 5 R&D centers and 15 sales offices in
14 countries in North and South
America, Europe and
Asia, Linamar generated sales of
$4.2 billion in 2014. For more
information about Linamar Corporation and its industry leading
products and services, visit www.linamar.com.
Forward Looking Information, Risk and Uncertainties
Certain information provided by Linamar in this press release
and other documents published throughout the year which are not
recitation of historical facts may constitute forward-looking
statements. The words "may", "would", "could", "will", "likely",
"estimate", "believe", "expect", "plan", "forecast" and similar
expressions are intended to identify forward-looking statements.
Readers are cautioned that such statements are only predictions and
the actual events or results may differ materially. In evaluating
such forward-looking statements, readers should specifically
consider the various factors that could cause actual events or
results to differ materially from those indicated by such
forward-looking statements.
Such forward-looking information may involve important risks and
uncertainties that could materially alter results in the future
from those expressed or implied in any forward-looking statements
made by, or on behalf of, Linamar. Some of the factors and risks
and uncertainties that could cause results to differ from current
expectations include, but are not limited to, the ability of
Linamar to satisfy the conditions of the Tender Offer, to
successfully take up and pay for shares and voting rights tendered
to the Tender Offer and to complete any subsequent squeeze out
transaction, compliance by the signatories with the terms of the
Tender Offer Agreement and the Undertaking to Tender Agreements,
completion of Linamar's financing of the Tender Offer, changes in
the various economies in which Linamar and Montupet operate,
fluctuations in interest rates, environmental emission and safety
regulations, the extent of OEM outsourcing, industry cyclicality,
trade and labour disruptions, world political events, pricing
concessions and cost absorptions, delays in program launches,
Linamar's dependence on certain engine and transmission programs
and major OEM customers, currency exposure, technological
developments by Linamar's and Montupet's competitors, governmental,
environmental and regulatory policies and changes in the
competitive environment in which Linamar and Montupet operate.
The financial and operating performance of Linamar and its
reportable operating segments and the timing and terms upon which
the Tender Offer may be consummated, if at all, may be affected by
a number of factors. Many of these risk factors and other
assumptions related to Linamar's forward-looking statements and
information are discussed in further detail throughout the Tender
Offer documents and in Linamar's continuous disclosure materials on
file with Canadian securities commissions at www.sedar.com,
and readers should refer to such risk factors and other statements
in evaluating the forward-looking statements contained in this news
release.
The foregoing is not an exhaustive list of the factors that may
affect Linamar's forwarding looking statements. These and other
factors should be considered carefully and readers should not place
undue reliance on Linamar's forward-looking statements. Linamar
assumes no obligation to update the forward-looking statements, or
to update the reasons why actual results could differ from those
reflected in the forward-looking statements.
The offer document, affixed with the visa n°15-618 dated
8 December 2015 and setting out the
terms and conditions of the Offer, as well as the document relating
in particular to the legal, financial and accounting
characteristics of Linamar GmbH and Linamar Forging Holding GmbH
are available on the websites of Linamar (www.linamar.com) and of
the AMF (www.amf-france.org). A copy of these documents is also
available free of charge upon request at Deutsche Bank, 23-25
avenue Franklin Roosevelt 75008
Paris, France and Natixis, 47,
quai d'Austerlitz 75013 Paris France.
SOURCE Linamar Corporation