Symphony Technology Group holds 94.91 percent of the shares in IBS
Symphony Technology Group’s (“STG”) offer to the shareholders of IBS AB (publ) (“IBS”) has been accepted by shareholders representing approximately 94.91 percent of the total number of shares in IBS. STG intends to shortly initiate a compulsory acquisition procedure under the Swedish Companies Act to acquire all remaining IBS shares.
The offer referred to in this press release is not being made, and this press release may not be distributed, directly or indirectly, in or into, nor will any tender of shares be accepted from or on behalf of holders in, Australia, Canada, Japan, New Zealand or South Africa, or any other jurisdiction in which the making of the offer, the distribution of this press release or the acceptance of the offer would contravene applicable laws or regulations or require further offer documents, filings or other actions in addition to those required under Swedish law.
On May 17, 2011 STG, through Sweden Acquisition Corp.[1], announced an offer to acquire all shares of IBS (the “Offer”). The IBS board has recommended the Offer.
Based on irrevocable undertakings to accept the Offer from shareholders representing approximately 88 percent of the total number of shares in IBS, STG announced on June 1, 2011 that all conditions to the Offer had been waived and that the Offer is thus unconditional.
At the end of the acceptance period on June 28, 2011, 4,725,000 shares of series A and 113,225,494 shares of series B had been tendered, which corresponds to approximately 94.91 per cent of the shares and approximately 96.21 of the votes in IBS.[2] Neither STG nor any of its affiliates has acquired any shares in IBS outside of the Offer or holds or controls any other shares or securities of IBS.
For those shareholders who have accepted the Offer during the acceptance period settlement will commence on or around July 1, 2011.
As envisaged in the press release announcing the Offer, Sweden Acquisition Corp. has, after announcement of the Offer, been substituted as acquisition vehicle by STG IBS Holding S.à.r.l., an entity controlled by STG.[3]
As STG holds more than 90 per cent of the shares of IBS, STG intends to shortly initiate a compulsory acquisition procedure under the Swedish Companies Act to acquire all remaining IBS shares. In connection therewith, STG intends to promote a de-listing of the IBS shares from NASDAQ OMX First North.
For additional information about the offer, please contact J.T. Treadwell, Managing Director at STG, on +1 650-935-9529.
The information was submitted for publication at 1.00 p.m. (CET) on June 29, 2011.
[1] Sweden Acquisition Corp. is a Delaware corporation, wholly owned by the Symphony Technology Group funds STG III, L.P. and STG III-A, L.P., both being Delaware limited partnerships.
[2] 2,303,800 treasury shares of class B have been excluded from the calculation.
[3] STG IBS Holding S.à.r.l. is wholly owned by the Symphony Technology Group funds STG III, L.P. and STG III-A, L.P. Sweden Acquisition Corp. remains jointly and severally liable in all respects in relation to the Offer.
För mer information, vänligen kontakta:
Jeanette Cronstedt Lind
VP Corporate Marketing, IBS AB
46 70 860 25 73
jeanette.lind@ibs.net
IBS in brief
With over 30 years of experience, IBS is a leading provider of distribution management solutions. IBS focuses on industries such as automotive, electrical components, paper & packaging and pharmaceutical distribution. More than 4,000 customers across some 40 countries use IBS software to gain fast and measurable returns on IT investments.
IBS B share is listed on NASDAQ OMX First North Stockholm. For more information, please visit www.ibs.net
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