Ad hoc announcement pursuant to Art. 53 LR
Provisional final result regarding the Goldbach takeover: 96.90% of the shares tendered to Tamedia
Zurich, 12 April 2018 – On 22 December 2017, the media group Tamedia made a preliminary announcement of a public tender offer for all shares of Goldbach Group AG (ISIN CH0004870942). On 2 February 2018, Tamedia AG published the detailed Offer Prospectus for the takeover of the Goldbach Group AG at CHF 35.50 per registered share. After the publication of the definitive interim result, at which time 89.48 percent of the Goldbach shares had already been tendered to Tamedia, the remaining shareholders, who had not yet tendered their shares, had another opportunity to do so during the statutory grace period.
According to the provisional final result, a total of 6‘098‘790 shares of the Goldbach Group had been tendered to Tamedia by the end of the statutory grace period on 11 April 2018, 4:00 pm CEST. This represents 96.90 percent of the maximum number of 6'293'876 Goldbach shares that are subject to the offer.
Maximum number of shares issued by Goldbach Group
Number of shares tendered under the offer
Participation rate and
According to the ordinance of the Swiss Takeover Board regarding public takeover offers, the final result at hand is provisional. Tamedia will publish the definitive final result of the takeover offer to Goldbach on 17 April 2018, as per applicable law.
After the completion of the takeover of Goldbach, Tamedia intends to pay a cash compensation to the remaining minority shareholders and to have the Goldbach Group delisted. However, the offer continues to be subject to the restrictions and conditions as determined in the Offer Prospectus, including the approval of the Swiss Federal Competition Commission. Tamedia and Goldbach anticipate receiving the approval in May or, in case of an in-depth review, by September 2018 at the latest. Therefore, Tamedia will postpone the closing of the offer, subject to the fulfilment of all terms and conditions as published in the Offer Prospectus, to this coming May or June, or in case of an in-depth review by the Federal Competition Commission, to September or October 2018. The closing date will be announced by Tamedia once all of the conditions of the offer have been fulfilled.
The text of the preannouncement, the Offer Prospectus and all information regarding the offer restrictions are available for downloading at www.tamedia.ch/goldbach