SLM Solutions approves merger with GE Aviation
- GE Aviation published decision to launch takeover offer for 100 % of shares outstanding today
- Attractive 36.7 % premium to previous day’s XETRA closing price
- Share purchase and transfer agreements concluded with existing shareholders
- Existing sites and size of the workforce to be maintained and expanded
Lübeck, September 6, 2016 – Globally leading aircraft engine manufacturer GE Aviation today announced its decision to launch a voluntary public takeover offer for all outstanding shares of SLM Solutions Group AG. GE Aviation is part of the General Electric Group, USA. GE Germany Holdings AG, an indirect wholly-owned subsidiary of GE Aviation, will conduct the offer. GE Aviation is offering shareholders EUR 38.00 in cash per share. Subject to a review of the offer document and on the basis of a Business Combination Agreement concluded yesterday, SLM Solutions’ Executive and Supervisory boards intend to support the envisaged takeover offer.
Both companies welcome the planned integration of their areas of activity as a major and long- term opportunity for their customers, employees and shareholders. Hans-Joachim Ihde, founder and Chairman of the Supervisory Board of SLM Solutions Group AG, expresses his pleasure: “General Electric has already accompanied us as a user and customer since our inception. They assumed a pioneering role in aerospace technology and were early to identify the benefits of selective laser melting – for example in terms of savings in the weight of components. They are entirely familiar with SLM Solutions’ multi-laser technology and its advantages vis-a-vis our competitors.”
In a Business Combination Agreement concluded between GE Aviation and SLM Solutions on September 6, 2016, GE Aviation stated its intention to continue to foster and support SLM Solutions’ innovative corporate culture in the future. Along with the commitment to maintain and expand the headquarter in Lübeck and the company’s other sites, this also includes a commitment to the workforce and existing management as the drivers of the company’s success. GE Aviation also plans to support the company’s further growth in various ways, for example by improved global product and service distribution. The existing customer base is going to be maintained and expanded. The further development of SLM Solutions into a supplier of solutions for additive manufacturing is an important strategic step for GE Aviation on its path to becoming a digital industrial company.
Since its IPO in 2014, SLM Solutions pursues a three pillar strategy that includes not only expanding the worldwide sales and service network, but also focuses on research and development and on the company’s further development into an integrated solutions supplier. Since the beginning of this year, strategic partnerships in the areas consumables and software have been concluded which will contribute to the further distribution of additive manufacturing processes in the industry and improve its user-friendliness.
CEO Dr. Markus Rechlin explains the advantages of a merger: “GE Aviation is a strong partner with outstanding technology expertise. Together, we will continue to develop our technology at our site in Lübeck and position our company on an even broader basis as part of a large, internationally successful group. We expect the takeover to accelerate SLM Solutions’ evolution into a comprehensive systems supplier. For this reason, the takeover offers great opportunities for our employees and customers.”
Uwe Bögershausen, CFO of SLM Solutions, adds: “We have kept our word over the past years, having continuously grown faster than the market, and also always achieved our operational goals as announced. Obviously, we are an interesting partner for GE Aviation also in this regard.”
After receiving the offer document that GE Aviation is going to publish, the Executive and Supervisory boards of SLM Solutions Group AG will issue a detailed opinion on the offer in accordance with their statutory obligations. Subject to the review of the offer document, the Executive and Supervisory boards currently intend to support the envisaged takeover offer. The opinion of the Executive and Supervisory boards will be published on the company’s website at www.slm-solutions.com/investor-relations.
If the takeover offer is successful, 31.5 % of the company’s shares, which are currently held by existing shareholders, will be transferred to GE Aviation: The Chairman of the Supervisory Board Hans-Joachim Ihde currently holds around 24.1 % of the 17,980,867 SLM Solutions shares via Ceresio GmbH. Executive Board member Henner Schöneborn and his family currently hold shares of approximately 2.0 %. Further, Parcom Deutschland I GmbH & Co. KG holds approximately 5.4 % of the shares in SLM Solutions Group AG.
The implementation of the takeover offer will be subject to a few market standard conditions, in particular a minimum acceptance threshold of 75 % and the approval by the competent anti-trust authorities.
ABOUT THE COMPANY
Lübeck-based SLM Solutions Group AG is a leading provider of metal-based additive manufacturing technology. The company’s shares are traded in the Prime Standard of the Frankfurt Stock Exchange. The stock has been listed in the TecDAX index since March 21, 2016. SLM Solutions focuses on the development, assembly and sale of machines and integrated system solutions in the field of selective laser melting. SLM Solutions currently employs over 310 members of staff in Germany, the USA, Singapore, Russia and China. The products are utilised worldwide by customers in particular from the aerospace, energy, healthcare and automotive industries.