Gleiss Lutz advises the Italian Stevanato group on its bid for the entire business of the listed company Balda AG with registered office in Bad Oeynhausen. The offer, which is not yet binding, provides for a purchase price of EUR 80 million. Subject to a definitive company review (“due diligence”) and preparation of the final contract documentation, Stevanato has held out the prospect of making a binding offer by 14 December 2015, 24.00 hrs.
A competitive bidding process for Balda AG’s business has been underway for months, a seldom occurrence with listed companies. In the early autumn Heitkamp & Thumann (H&T), followed by financial investor Paragon, had shown some interest in the operative units of the listed company. In September H&T had outbid Paragon once again and submitted a binding offer of EUR 74 million on which Balda AG is to take a decision in an annual general meeting scheduled for 30 November and, if necessary, 1 December 2015. Should the annual general meeting approve H&T’s offer, Balda’s management will have to decide – prior to implementing the shareholders’ resolution – whether a new annual general meeting needs to be convened after receiving Stevanato group’s binding offer. Such second annual general meeting would then revoke its resolution of approval for H&T’s offer and vote on Stevanato’s binding offer.
The Italian Stevanato group is the world’s largest, privately owned designer and producer of glass parenteral packaging for the pharmaceutical industry. Balda is a specialist for plastics solutions for high-quality applications in the healthcare, lifestyle, automotive and consumer electronics sectors. Balda operates in Europe and America.
The Stevanato group is being advised by the following Gleiss Lutz team: Dr. Christian Cascante (Stuttgart), Peter Steffen Carl (Munich), Dr. Urszula Nartowska (Hamburg) (all partners, lead), Karsten Kreiling (Berlin, all Corporate/M&A), Dr. Stefan Lingemann (partner, Employment, Berlin/Hamburg), Dr. Andreas Neun (partner, Public Law, Berlin), Dr. Moritz Holm-Hadulla (partner, Competition/Antitrust, Stuttgart) and Dr. Matthias Werner (counsel, IP/IT, Munich).
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