Panasonic is buying an initial 50.95 percent stake in Brussels-listed Zetes, a specialist in identification and mobility solutions. This transaction will be followed by a mandatory tender offer by Panasonic for the remaining shares of Zetes at a price of €54.50 per share.
The purchase price per share payable by Panasonic for the Zetes shares is €54.50, representing a premium of 19.1% to the 30-day average share price and a premium of 27.7% to the three-month average closing share price of Zetes. The price will be payable by Panasonic in cash and takes into account the amount of the interim dividend of €0.80 paid on 21 December 2016.
Zetes will continue the development of its Goods ID and People ID businesses under the management that has been in place for more than a decade, specifically Alain Wirtz, Jean-François Jacques and Pierre Lambert, and it will continue to operate under its existing brand as part of Panasonic.
Commenting on the transaction, Alain Wirtz, Chief Executive Officer of Zetes, said: “We are delighted to join Panasonic, a global leader in electronics and technology. Both Panasonic and Zetes are recognized for pioneering leading technologically driven solutions. In the future, we will be able to combine our identification and mobility solutions with Panasonic’s advanced research and development capabilities, global reach and technological expertise to better meet growing global customer needs.”
Commenting on the transaction, Hiro Sakamoto, Managing Officer in charge of Business Mobile Solution in Panasonic’s AVC Networks Company, said: “We are very pleased to have reached this agreement with the majority shareholders of Zetes. Panasonic’s strategy is to become a leading logistics solutions provider globally and to expand the breadth and depth of services Panasonic is able to offer to its customers with Zetes’ excellent mobility solutions. We look forward to welcoming Zetes and its employees into the Panasonic family of companies.”
The completion of the Acquisition by Panasonic is still subject to merger control approval. Following the completion of the Acquisition, Panasonic (through one of its subsidiaries based in Europe) will launch a mandatory tender offer and, if conditions are met, a squeeze-out bid for all of the remaining outstanding shares and share options issued by Zetes that are not yet owned by Panasonic at that time. In accordance with applicable Belgian regulations, the mandatory tender offer will be unconditional. Panasonic has notified the FSMA of its intention to make such an offer and will make all required filings upon completion of the acquisition of the initial stake of 50.95%.