BSH launches a public tender offer for Polish Home Appliances Manufacturer Zelmer

Munich / Warsaw, November 14th, 2012 (bsh) – As a result of the process announced by Zelmer on 28 August 2012 for a search of a new strategic investor, BSH Hausgeräte GmbH (“BSH”) signed binding agreements on 13 November 2012 with Zelmer to launch through its polish subsidiary BSH Sprzęt Gospodarstwa Domowego Sp. z o.o. a public tender offer to purchase 100% of Zelmer share capital at PLN 40 per share and with Enterprise Investors to tender their entire 49% interest in Zelmer.

The Public Tender Offer filed today is expected to last 70 calendar days as from December 4th 2012 and will be subject to the approval of relevant antimonopoly authorities. With a tender offer price of PLN 40 per share, BSH offers a 44% premium over the share price as of 27 August 2012 (the day before Zelmer’s announcement of its search for a strategic investor), a 30% premium over the share price as of 13 November 2012, and a 38% premium over the six-month volume weighted average share price. Based on last twelve months’ financials as of 30 September 2012, BSH offers a multiple of 9.4x EV/EBITDA and 17x P/E.

“BSH is pleased with the perspective to acquire Zelmer. This acquisition will strengthen BSH´s presence in Central and Eastern European countries. Zelmer´s brand name enjoys a high recognition in small domestic appliances and is expected to further accelerate the development of our Consumer Products division”, said Dr. Ralf Fuchs, Executive Vice President Product division Consumer Products Global, BSH Group.

“We can announce with satisfaction that the process, which lasted for past several weeks, is now successfully completed. The selected investor offers an attractive price per share for current shareholders and will support us in the further development, building upon major strengths of Zelmer such as a strong brand, an efficient production facility in Rogoznica and highly experienced employees”, said Janusz Plocica, Zelmer CEO.
“From Enterprise Investors’ perspective the investment in Zelmer turned out to be a model one. We invested in a company with strong prospects, conducted necessary restructuring programs and supported its growth. Today we are exiting this investment, with a highly attractive return”, said Jacek Siwicki, President of Enterprise Investors.


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