Müller adress GmbH
Müller adress GmbH publishes offer document for public tender offer for up to 28.56 percent of the shares of MyHammer Holding AG
DGAP-Media / 2016-12-05 / 09:28 Nuremberg, December 5, 2016 - Müller adress GmbH has today published the offer document announced on October 25, 2016, regarding the voluntary public tender offer for up 1,431,538 shares of MyHammer Holding AG (ISIN DE000A11QWW6). Müller adress is offering shareholders 6.45 Euro per share in cash, representing an attractive premium of approx. 24% over the volume-weighted average price of the last three months before the announcement and a premium of approx. 20% over the closing price before the publication of the decision to submit a public tender offer. 68,233 shares, corresponding to 1.36% of the voting rights of MyHammer Holding AG, have been acquired over the stock exchange by Müller adress GmbH since October 25, 2016, in compliance with the relevant legal provisions. Correspondingly, the public tender offer now only extends to up to 28.56% of the shares of MyHammer Holding AG. The offer document has been published at www.muelleradress.de. The acceptance period is from December 5, 2016, to January 9, 2017, 12:00pm CET. Shareholders of MyHammer Holding AG who wish to accept the offer have to declare their acceptance to their custodian bank in writing during the acceptance period. The closing of the tender offer is subject to the approval of the cartel authorities and a minimum acceptance threshold of 25 percent plus one share of the share capital of MyHammer Holding AG at the time of publication of the offer document. The offer is not a takeover offer pursuant to §§ 29 et seq. of the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz; WpÜG) that aims of taking control over MyHammer Holding AG. In contrast to a takeover offer, in case of this public tender offer there is no extended acceptance period of two weeks pursuant to § 16 section 2 WpÜG (so called "Zaunkönig-Regelung") in which shareholders of MyHammer Holding AG can accept the offer after the acceptance period has ended. Attractive premium reflects the goal of Müller adress to become a long-term shareholder Roland Finn, managing director of Müller adress GmbH, said: "As an investment partner that has a long-term focus, we are able to offer the shareholders of MyHammer Holding AG an attractive premium for their shares. It is our goal to accompany MyHammer Holding AG as a relevant minority shareholder long-term and bring in our sector know-how as well as our strong local network in the interest of the MyHammer Group, its users and customers. In this endeavor, we want to work closely together with the company's management as well as HomeAdvisor." Müller adress considers the acquisition of 70.1 percent of the shares of MyHammer Holding AG by HomeAdvisor as a boost to the development perspectives of MyHammer and it is the reason for the public tender offer. HomeAdvisor has been successfully operating and developing several leading online-portals for craftsmen in Europe. Müller adress GmbH is being advised by Joh. Berenberg, Gossler & Co. KG (M&A) as well as P+P Pöllath + Partners (legal). About Müller adress GmbH Müller adress GmbH is an investment company fully owned by Gunther Oschmann. Gunther Oschmann, whose grandfather Hans Müller founded Fernsprechbuch-Verlag Hans Müller KG over 65 years ago, is supporting small and midsize businesses in strengthening their communications and their business success. Originally, companies offering classifieds primarily belonged to these business activities. Today, next to the classic classifieds business, he is strongly engaged in the German local radio and TV broadcasting segment, in weekly magazines as well as in the digital space, also successfully acting together with co-entrepreneurs. Among others, he is holding stakes in more than 30 German radio stations, such as Munich based Radio Charivari. He is investing both through majority and minority participations with the aim of fostering the long term growth of these companies together with the management and other shareholders in the best interest of the companies' customers. Press contact: Charles Barker Corporate Communications GmbH Tobias Eberle / Thomas Katzensteiner 069.79409024 / 069.79409025 Tobias.Eberle@charlesbarker.de / Thomas.Katzensteiner@charlesbarker.de End of Media Release --------------------------------------------------------------------------- Issuer: Müller adress GmbH Key word(s): Finance 2016-12-05 Dissemination of a Press Release, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de ---------------------------------------------------------------------------
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