The Board of Probi evaluates the mandatory public cash offer from Symrise
Symrise AG (”Symrise”) has today 6 February 2014 announced a mandatory public cash offer to the shareholders in Probi to transfer all of their shares in Probi to Symrise for a price of SEK 40,10 in cash for each share in Probi (the ”Mandatory Offer”). Symrise has declared that it holds approximately 30.03 per cent of the capital and votes in Probi and states that the Mandatory Offer is launched in accordance with the special provisions regarding mandatory bids in the Stock Market Takeover Bids Act (2006:451).
Symrise has stated that an offer document is expected to be made public around 11 February 2014 and in connection therewith be distributed to the shareholders in Probi. Symrise has further stated that the acceptance period for the Mandatory Offer is expected to end around 12 March 2014.
The Board will announce its opinion of the Mandatory Offer and the reasons for its opinion, as well as an opinion from independent expertise as to the fairness of the Mandatory Offer consideration. The opinion of the Board and the fairness opinion are expected to be made public on 10 February 2014 and can thereby be included in Symrise’s offer document to the shareholders in Probi.
Declan MacFadden, board member of Probi, is President of Symrise Asia Pacific, Flavor & Nutrition business based in Singapore. Due to conflict of interest, he will not participate in the Board’s processing of or resolutions concerning the Mandatory Offer. Based on information from Symrise, Declan MacFadden is considered to participate in the Mandatory Offer. On this basis, the Company has an obligation in accordance with section III, paragraph 3 in the takeover rules issued by NASDAQ OMX Stockholm to obtain and make public a fairness opinion from independent expertise. The Board has retained Erik Penser Bankaktiebolag to issue a fairness opinion concerning the Mandatory Offer.
Lund on 6 February 2014
Probi AB (publ)
The Board
This information is such that Probi AB is required to disclose in accordance with the Swedish Securities Market Act and/or the Financial Instruments Trading Act.
This is a translation of the Swedish version of the press release. In case of discrepancies, the Swedish wording prevails.
FOR MORE INFORMATION, PLEASE CONTACT:
Per Lundin, Chairman of the Board, Probi, mobile +46 705 74 11 71, e-mail: per.lundin@transit.se
ABOUT PROBI
Probi is a leading player in probiotic research and the development of efficient and well-documented probiotics. Its research areas include: gastrointestinal tracts, immune system, metabolic syndrome and stress and recovery. Probi’s customers are leading companies in the Functional Food and Consumer Healthcare segments. Total income for 2013 totalled MSEK 103,6. Probi’s share is listed on the NASDAQ OMX Stockholm, Small Cap. Probi has approximately 4,000 shareholders. Read more at www.probi.se.
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