EQT: ESML Intressenter AB Extends the Acceptance Period in the Offer for Securitas Direct.
The offer is not being made (nor will any tender of shares be accepted from or on behalf of holders) in any jurisdiction in which the making of the offer or the acceptance of any tender of shares therein would not be made in compliance with the laws of such jurisdiction. The offer is not being made, directly or indirectly, in or into Australia, Canada, Japan or South Africa.
* The acceptance period is extended until 14 March 2008 at 16.00 CET.
* ESML Intressenter is currently evaluating a number of alternatives, including the waiving of the 90% acceptance condition. Discussions with financing banks and other parties are ongoing and ESML Intressenter is confident that it can present the outcome of such discussions by the end of the acceptance period.
* ESML Intressenter has so far reached an acceptance level of 73.8 and 81.6 per cent of capital and voting rights, respectively.
"The increased acceptance level of 74% demonstrates the growing support for our offer. Since our last offer we have gained the support from the Independent Committee of Securitas Direct, the Swedish Shareholders' Association and we can conclude that the vast majority of shareholders are supportive of the offer", said Harry Klagsbrun, Senior Partner, EQT Partners AB.
On 5 February 2008, ESML Intressenter AB ("ESML Intressenter") announced an increased offer to the shareholders and holders of warrants in Securitas Direct AB (publ) ("Securitas Direct")(STO:SECUB) to tender their shares in Securitas Direct to ESML Intressenter for SEK 27.50 in cash per share and SEK 9.20 per warrant (the "Offer"). ESML Intressenter has been established by EQT V, Sakl AB, Investment AB Latour and Melker Schorling AB in order to carry through the offer for Securitas Direct. EQT V will buy out ESML Intressenter's other shareholders SakI AB, Melker Schorling AB and Investment AB Latour if the Offer is completed.
ESML Intressenter extends the acceptance period to 14 March 2008 at 16.00 CET.
Based on a preliminary review of acceptances received at the end of the acceptance period on 19 February 2008 213,020,421 series B shares had been tendered into the Offer. Together with the 17,142,600 series A shares and 39,153,900 series B shares presently held by SakI AB, Investment AB Latour and Melker Schorling AB this corresponds to 73.8 per cent of the share capital and 81.6 per cent of the voting rights in Securitas Direct. Excluding the aforesaid holdings of SakI AB, Investment AB Latour and Melker Schorling AB, the tendered shares correspond to 58.4 per cent of the share capital and 41.0 per cent of the voting rights in Securitas Direct. In addition, warrants representing 6,790,000 shares of series B have been tendered, corresponding to 1.8 per cent of the capital in Securitas Direct on a fully diluted basis. ESML Intressenter expects that a final counting and review of acceptances received could increase the acceptance level, although not substantially.
All conditions to the Offer were not fulfilled by the end of the acceptance period (prior to its extension), since completion of the Offer is inter alia conditional upon ESML Intressenter AB becoming the owner of more than 90 per cent of the total number of shares in Securitas Direct.
Provided that ESML Intressenter announces that all conditions to the Offer have been satisfied or waived no later than 18 March 2008, settlement is expected to begin on or about 20 March 2008. During the extended acceptance period the same conditions for the Offer, including the right to waive such conditions, will apply as during the preceding acceptance period.
Shareholders who have already tendered their shares will automatically benefit from the extended Offer without further action. As set forth in the Offer Document, the right to withdraw acceptances applies in the same manner during the extended acceptance period.
ESML Intressenter is currently evaluating a number of alternatives, including the waiving of the 90% acceptance condition. Discussions with financing banks and other parties are ongoing and ESML Intressenter is confident that it can present the outcome of such discussions by the end of the acceptance period.
For further information regarding the Offer see ESML Intressenter's Offer Document, dated 3 December 2007 as well as the addendum to the Offer Document dated 8 February 2008.
Stockholm, 20 February 2008
ESML Intressenter AB Board of Directors
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|Date:||Feb 20, 2008|
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