Constantia Declares Postponement of Settlement
Following the end of the additional acceptance period, Constantia Flexibles GmbH ("Constantia") has published the definitive notice of the final result of its public tender offer for all publicly held registered shares in Aluflexpack AG ("Aluflexpack") with a nominal value of CHF 1.00 each. The definitive notice of the final result shows that 6,901,217 Aluflexpack shares were tendered into the offer by the end of the additional acceptance period, corresponding to 92.06% of all Aluflexpack shares to which the offer extends.
Based on these figures and including the 9,803,167 Aluflexpack shares acquired by Constantia from Montana Tech Components AG as well as Xoris GmbH under a share purchase agreement ("SPA") – which has not yet been consummated –, the participation of Constantia as of the end of the additional acceptance period is 16,704,384 Aluflexpack shares in aggregate, corresponding to 96.56% of the issued share capital and voting rights of Aluflexpack.
The settlement of the offer remains subject to various offer conditions, including the receipt of regulatory approvals, as set forth in the offer prospectus. In the definitive notice of the final result of the offer, Constantia declared a postponement of the settlement for a period of up to twelve (12) months from the date of the transaction agreement, i.e. until 15 February 2025. In the definitive notice of the final result, Constantia further stated that it expects the settlement of the offer to occur around Q4 2024, subject to the satisfaction, or waiver, of the offer conditions that remain in effect until the settlement. For details, reference is made to the definitive notice of the final result of the offer.
Based on the definitive final result and subject to the settlement of the offer, Constantia will hold more than 90% of the voting rights in Aluflexpack, the participation that is required for a squeeze-out merger. As set forth in the offer prospectus, Constantia intends to conduct a squeeze-out merger or to request the cancellation of the outstanding publicly held shares in Aluflexpack following the settlement of the offer.
The definitive notice of the final result of the offer as well as the pre-announcement, the offer prospectus and other materials relating to Constantia's offer are available on the offer website.
The preceding press release was provided by a company unaffiliated with Packaging Impressions. The views expressed within do not directly reflect the thoughts or opinions of the staff of Packaging Impressions.
