OHB strengthens capital base
to implement corporate strategy, Fuchs family
remains long term majority shareholder
7th August, 2023
OHB SE is strengthening its
capital base to implement its growth strategy and,
with KKR as a minority investor, to ideally position
itself for the growing demand for privately
financed, cost-efficient and flexible space travel
solutions. The Fuchs family will retain permanent
control of the business as majority shareholders.
OHB will continue to be led by Marco Fuchs as CEO
and the existing management team.
OHB is pursuing the goal of
becoming the leading provider of space solutions for
institutional and commercial clients in Europe. To
this end, OHB has today signed, amongst others, an
investment agreement with KKR and the Fuchs Family
Foundation as the majority shareholder of OHB, as
well as with investment vehicles controlled by the
Fuchs family. The agreements include a voluntary
public takeover offer for all outstanding shares of
OHB at a price of EUR 44.00 per share and a separate
agreement on a capital increase of 10%.
Marco Fuchs, CEO of OHB:
“Strengthening OHB as an independent, European
company and partner for governments and institutions
strengthens European security and sovereignty in
space. In addition, we can expand our leading
technological positions in our core competencies as
an infrastructure partner and in the service sector,
while also opening up new perspectives for customers
and partners. We are delighted that with KKR as a
minority investor, we have found the ideal partner
to support our long-term growth and vision.”
INVESTING IN LONG-TERM GROWTH
AND THE OHB CORPORATE STRATEGY
OHB, which will continue to
operate as an independent German family business,
will use the capital in line with the long-term
corporate strategy "OHB 2025 - Shaping the future"
to invest in key growth areas and strengthen
competitiveness in the three divisions: Space
Systems, Aerospace and Digital. Separately, KKR
will, through convertible instruments, invest EUR 30
million in the further development of Rocket Factory
Augsburg AG to ensure private sector development of
the Microlauncher RFA One through to a successful
first flight, thus improving Europe's independent
access to space.
OFFER TO SHAREHOLDERS AND
PLANNED CAPITAL INCREASE
The voluntary public takeover
offer by KKR is expressly welcomed by the Management
Board and Supervisory Board of OHB, subject to the
customary review. OHB will subsequently seek
delisting from the stock exchange so that it can
more easily implement its long-term strategy as a
privately held company.
The Offer Price will be EUR
44.00 in cash per share. Accordingly, OHB
shareholders will receive a premium of 36.6% to the
Xetra closing price on 4 August 2023 and 39.1% to
the volume-weighted Xetra average price of OHB
shares over the past three months respectively. The
Offer provides existing shareholders with immediate
liquidity and the opportunity to realise the
long-term value potential in advance. The Offer will
be subject to various customary conditions such as
merger control and other regulatory clearances and
will not be subject to a minimum acceptance level.
KKR has committed to OHB not to conclude a
domination and/or profit and loss transfer
agreement. The transaction has been initiated by the
Fuchs family.
KKR has separately committed to
OHB to subscribe to a capital increase of the
company at the Offer Price. The share capital of the
Company is to be increased by 10% against cash
contributions using the authorised capital and
excluding the shareholders' statutory subscription
rights.
Christian Ollig, Partner and
Head of the DACH region at KKR, said: “The global
market for space solutions will continue to grow. We
see great potential in Europe and are convinced that
with additional investments in Research and
Development OHB is ideally positioned to achieve
long-term sustainable growth. KKR's capital will
support OHB's future development. At the same time,
the offer provides existing shareholders with the
opportunity for immediate value realisation at an
attractive premium. KKR is delighted to have the
opportunity to support the Fuchs family.”
|