ZF North America Capital Inc.
ZF North America Capital Inc.: ZF signs definitive agreement to acquire WABCO
ZF North America Capital Inc. / Key word(s): Acquisition Ad hoc announcement – Publication of Insider Information according to Article 17 (1) of the Market Abuse Regulation ZF North America Capital Inc., a subsidiary of ZF Friedrichshafen AG, incorporated under the laws of the State of Delaware, United States, having its registered office at 1209 Orange Street, Wilmington 19801, United States (the “Issuer”). The Issuer has issued the following bonds: 4.00% USD 2020 with denomination USD 150,000, volume USD 1.0 bn and ISIN US98877DAA37 (144A) / USU98737AA47 (Reg S) 4.50% USD 2022 with denomination USD 150,000, volume USD 1.0 bn and ISIN US98877DAB10 (144A) / USU98737AB20 (Reg S) 4.75% USD 2025 with denomination USD 150,000, volume USD 1.5 bn and ISIN US98877DAC92 (144A) / USU98737AC03 (Reg S) 2.25% EUR 2019 with denomination EUR 100,000 and volume EUR 1.15 bn and ISIN DE000A14J7F8 2.75% EUR 2023 with denomination EUR 100,000 and volume EUR 1.1 bn and ISIN DE000A14J7G6 ZF signs definitive agreement to acquire WABCO – ZF and WABCO to form a leading global integrated systems provider for commercial vehicle technology – ZF to acquire WABCO for $136.5 per share for a total equity value of approximately $7 billion – Planned acquisition approved by ZF’s Management Board and Supervisory Board and WABCO’s Board of Directors – ZF received firm financing commitment by J.P. Morgan Friedrichshafen, Germany. ZF Friedrichshafen AG, a leading global technology group and supplier of mobility systems for passenger cars, commercial vehicles and industrial technology, today entered into a definitive agreement to acquire WABCO (NYSE: WBC) for $136.5 per share. ZF Friedrichshafen AG is the guarantor of the bonds issued by ZF North America Capital Inc. The acquisition has been approved by ZF’s Management Board and Supervisory Board and WABCO’s Board of Directors. Together, ZF and WABCO will form a leading global integrated mobility systems provider for commercial vehicles, creating added value for ZF’s commercial vehicle customers. WABCO is a leading global supplier of braking control systems, technologies and services that improves safety, efficiency and connectivity of commercial vehicles including trucks, buses and trailers. Its diverse products and services include integrated braking systems and stability control, air suspension systems, transmission automation controls, as well as aerodynamics, telematics, and fleet management solutions. WABCO, which is listed on the New York Stock Exchange (NYSE), generated $3.8 billion in revenues in 2018 and has some 16,000 employees in 40 countries. Combination of successful and complementary business lines The transaction is subject to regulatory approvals, other customary closing conditions and shareholder approval with more than 50% of WABCO’s outstanding shares. ZF expects to close the transaction in the beginning of 2020. ZF has received firm financing commitments for the acquisition from J.P. Morgan. ZF intends to partially refinance the facility via the debt capital markets. Due to the cash flow profile of both parties, ZF expects to reduce financial leverage significantly again following the completion of the transaction. Press contacts: Thomas Wenzel, Director Global Corporate Communications, Investor Relations contact (responsible person for publication): About ZF Friedrichshafen AG For further press information and photos, please visit: www.zf.com Important Information
28-March-2019 CET/CEST The EQS Distribution Services include Regulatory Announcements, Corporate News and Press Releases. |
Language: | English |
Company: | ZF North America Capital Inc. |
15811 Centennial Drive | |
MI 48168 Northville | |
United States | |
E-mail: | investor.relations@zf.com |
ISIN: | DE000A14J7F8, DE000A14J7G6 |
WKN: | A14J7F, A14J7G |
Listed: | Regulated Unofficial Market in Berlin, Dusseldorf, Frankfurt, Hamburg, Hanover, Munich, Stuttgart, Tradegate Exchange; Luxembourg Stock Exchange |
EQS News ID: | 792901 |
End of Announcement | EQS News Service |