Core Viewpoint - The Board of Directors of Nilfisk recommends shareholders accept the all-cash takeover offer from Freudenberg, citing an attractive offer price and strategic rationale for the transaction [1][2][3]. Offer Details - The offer price is DKK 140 per share, valuing Nilfisk at approximately DKK 3.8 billion, representing a premium of 35.9% over the closing price of DKK 103 on 10 December 2025 [2][7]. - The offer is fully financed and has support from shareholders representing 50.9% of Nilfisk's shares, enhancing the likelihood of completion [2][11]. Strategic Rationale - The Board believes the offer reflects a strong strategic and cultural fit between Nilfisk and Freudenberg, which could reinforce Nilfisk's position as a global leader [3][5]. - A competitive process was conducted to evaluate Nilfisk's strategic options, leading to the conclusion that Freudenberg's offer is the most attractive outcome for shareholders [3][4]. Employee and Operational Considerations - Freudenberg has committed to employee continuity and intends to further develop Nilfisk, which the Board views positively [5][6]. - The Board acknowledges that while Nilfisk can operate successfully as a standalone company, the proposed ownership change may yield strategic benefits [5]. Offer Timeline - The offer period is set to expire on 18 February 2026 at 23:59 CET, unless extended, and shareholders are encouraged to review the offer's terms before making a decision [6][11].

Core Viewpoint - Nilfisk Holding A/S has published a Board Statement regarding the voluntary takeover offer from Freudenberg Home and Cleaning Solutions GmbH to acquire all issued and outstanding shares of Nilfisk, excluding treasury shares and shares held by the Offeror [1][5]. Company Overview - Nilfisk was founded in 1906 and is a leading global provider of professional cleaning equipment and services, with over 90% of sales directed to professional markets [3][4]. - The company operates in more than 100 countries and has six manufacturing sites located in the US, Mexico, Hungary, Italy, and China [4]. - In 2024, Nilfisk generated revenue of 1,027.9 million EUR, with the largest market being the US, accounting for 28% of total revenue, followed by Germany (14%), France (10%), Denmark (7%), and the UK (4%) [4]. Offer Details - The Board Statement has been prepared in both Danish and English, with the Danish version prevailing in case of discrepancies [2]. - The Offer is subject to certain restrictions and is available on Nilfisk's investor website [2].

Company Overview - Nilfisk Holding A/S is a leading global provider of professional cleaning equipment and services, founded in 1906 by Danish engineer P.A. Fisker [4] - The company generates over 90% of its sales from professional markets, with the remainder from consumer products such as floorcare equipment and vacuum cleaners [4] - Nilfisk operates in more than 100 countries and has six manufacturing sites located in the US, Mexico, Hungary, Italy, and China, employing approximately 4,500 people [5] Financial Performance - In 2024, Nilfisk reported revenue of €1,027.9 million, with the largest market being the US, accounting for 28% of total revenue, followed by Germany (14%), France (10%), Denmark (7%), and the UK (4%) [5] Takeover Offer - On December 11, 2025, Nilfisk announced an agreement with Freudenberg Home and Cleaning Solutions GmbH to make an all-cash voluntary recommended public takeover offer at a price of DKK 140 per share [1] - The offer document, including an acceptance form, has been approved by the Danish Financial Supervisory Authority [1][2] - The Board of Directors of Nilfisk will issue a statement regarding the offer, advising shareholders to read both the offer document and the board statement before making a decision [2]

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].