CMB announces that the acceptance period for the voluntary and conditional public takeover bid in cash made on it by Saverco NV shall start on 22 October 2015 and shall run up to and including 6 November 2015. The results of the bid are expected to be published on 12 November 2015. Payment is currently scheduled for 13 November 2015.
The prospectus (with the annexed memorandum in reply and independent expert’s report) and the acceptance form can be consulted in electronic format as of 21 October 2015 on CMB’s website (www.cmb.be) and on the websites of the paying agent banks (www.belfius.be/cmb, www.bnpparibasfortis.be/ sparenenbeleggen, www.kbcsecurities.com and www.kbc.be/corporateactions). The prospectus and the acceptance form can also be obtained at the counters of the paying agent banks (Belfius Bank NV, BNP Paribas Fortis NV, KBC Securities NV and KBC Bank NV) or by telephone.
The bid made by Saverco concerns all 17, 218, 908 shares issued by CMB which are not yet held by Saverco or
persons acting in concert with Saverco. The Bid Price amounts to EUR 16.20 per share.
This takeover bid is subject to a number of conditions, in particular the requirement that (i) Saverco (together
with its affiliates) as a result of the bid holds at least 90% of all shares in CMB, and (ii) no event occurs which
has (or can reasonably have) a material adverse effect of more than 12.5 million USD on the consolidated
EBITDA of CMB and/or the closing quote of the Baltic Dry Index does not fall below 668 points. Saverco
reserves the right to waive these conditions, in whole or in part.
If Saverco (together with the persons acting in concert with it) following the bid period holds at least 95% of all
outstanding shares in CMB, it has the right to launch a squeeze-out. In addition, if Saverco as a result of the
acceptance of the bid, has acquired at least 90% of the shares that were the subject of the bid, Saverco has the
right (which it intends to exercise) to proceed with a simplified squeeze-out. Saverco intends to delist CMB
from Euronext Brussels.
CMB is a publicly listed company. This press release contains information that is subject to legal provisions with
regards to the transparency of publicly listed companies.
