On 20 May 2016, HNA Aviation (Hong Kong) Air Catering Holding Co., Ltd., Hong Kong ("Offeror"), a subsidiary of HNA Group Co., Ltd. ("HNA"), published the Offer Prospectus on the public tender offer (“Offer”) for all publicly held shares of gategroup Holding AG ("gategroup Shares").
- HNA to file request for cancellation of the outstanding publicly held gategroup Shares in accordance with art. 137 FMIA
- HNA intends to instruct gategroup to apply to the SIX Swiss Exchange for delisting of gategroup Shares following settlement of the Offer
- HNA seeks to buy additional gategroup Shares (Symbol: GATE) on- or off-exchange at the offer price of CHF53.00
HNA confirms its intention to file a request for the cancellation of the outstanding publicly held gategroup Shares in accordance with art. 137 FMIA. An affirmative court ruling will be subject to, among others, a participation of the Offeror together with the persons acting in concert of at least 98.00%. In such case, gategroup Shares not owned by HNA will be cancelled and the remaining shareholders will receive a cash compensation in the amount equal to the offer price.
At the end of the additional acceptance period on 21 July 2016, the participation of the Offeror together with the persons acting in concert amounted to 96.10% of all listed 26,786,336 gategroup Shares (subject to settlement). Since then, the Offeror has purchased additional shares on- and off-exchange and seeks to make further share purchases at the offer price of CHF53.00 per gategroup Share (symbol: GATE).
Upon settlement of the Offer, and irrespective of the outcome of the share cancellation proceeding, the Offeror confirms its intention to instruct gategroup to apply to the SIX Swiss Exchange for the de-listing of all gategroup Shares in accordance with the listing rules of SIX Swiss Exchange and for an exemption of certain disclosure obligations under the listing rules of SIX Swiss Exchange until the date of the de-listing of the gategroup Shares. In the absence of a share cancellation event, any remaining holders of gategroup Shares retaintheir respective voting rights and their ownership of share capital and hence are minority shareholders in the privately held gategroup alongside the majority owner HNA.
After the satisfaction of all offer conditions, the Offeror will (i) inform about the closing of the second trading line for gategroup Shares tendered into the Offer and (ii) announce the settlement date. Settlement of the Offer is expected in the fourth quarter 2016.
For further information related to the public offer by HNA Aviation Air Catering please refer to http://www.hnagroup.com/en/discl/HNA_Website/legal.html and
http://www.gategroup.com/investors/hna-to-acquire-gategroup
Contact
communications@gategroup.com
About HNA
HNA, a Fortune 500 Company and a leader in aviation and tourism, was founded in 1993. Over the past two decades, it has grown from a local aviation transportation operator into a multinational conglomerate encompassing aviation, airport management, financial services, real estate, retail, tourism, and logistics. In 2015, HNA had revenues of RMB190 billion (CHF28.5 billion), total assets of RMB600 billion (CHF90 billion) and employed more than 180,000 employees worldwide. As of December 2015, HNA has a fleet of nearly 1,150 aircrafts, serves nearly 700 domestic and international routes, flies to over 200 cities, and has served 77.4 million passengers annually. It operates and manages, among others, Hainan Airlines, Tianjin Airlines, Deer Jet, Lucky Air, Capital Airlines, West Air, Fuzhou Airlines, Urumqi Air, Beibu Gulf Airlines, Yangtze River Airlines, Guilin Airlines, My CARGO, Africa World Airlines, and Aigle Azur. For further information: www.hnagroup.com/en/
About gategroup
gategroup is the leading independent global provider of products, services and solutions relating to a passenger’s onboard experience. It specializes in catering and hospitality; provisioning and logistics; and onboard products and services to companies that serve people on the move. In 2015, gategroup achieved a total revenue of CHF3.0 billion and an adjusted EBITDA of CHF169.4 million. The company currently employs more than 28,000 people worldwide. For further information: www.gategroup.com
Forward-Looking Statements
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