Freudenberg to acquire Nilfisk through an all-cash, Board-recommended offer at a premium of 35.9% against closing price yesterday, following a comprehensive and competitive strategic review

Core Viewpoint - Freudenberg is set to acquire Nilfisk through an all-cash offer at a premium of 35.9% over the closing price, following a strategic review process [1][4]. Offer Details - The offer price is DKK 140 per share, valuing Nilfisk at approximately DKK 3,798 million [4]. - The offer represents various premiums: 35.9% over the closing price of DKK 103, 39.8% over the one-month average of DKK 100.11, 30.1% over the three-month average of DKK 107.60, 35.9% over the six-month average of DKK 103.05, and 42.3% over the twelve-month average of DKK 98.38 [4]. - The Board of Directors of Nilfisk unanimously recommends that shareholders accept the offer, citing it as the most attractive final offer received [4][10]. Shareholder Support - Major shareholders, including Ferd AS, KIRKBI Invest A/S, and PrimeStone Capital, have signed irrevocable undertakings to tender their shares, representing 50.9% of Nilfisk's shares [4][10]. - The offer is subject to customary conditions, including a minimum acceptance threshold of 90% of shares [4][13]. Future Plans - Following the completion of the offer, Freudenberg intends to delist Nilfisk's shares from Nasdaq Copenhagen and may initiate a compulsory acquisition of remaining shares if it holds over 90% [5][17]. - The completion of the offer is expected in the first half of 2026, pending regulatory approvals [4][17]. Strategic Fit - Freudenberg views the acquisition as a unique opportunity to create a leading player in professional cleaning, combining its manual cleaning solutions with Nilfisk's machine-cleaning offerings [12].