de overeenkomst in april tussen marel en jbt:
Pursuant to the Transaction Agreement, following the approval of certain offer documentation by the Icelandic Financial Supervisory Authority of the Central Bank of Iceland (the “FSA”) and filing of a Registration Statement on Form S-4 (the “Registration Statement”), the Bidder has agreed to commence the Offer. In the Offer, Marel shareholders may elect to exchange each Marel Share for any of the following (subject to proration as described below): (i) EUR 3.60 in cash, (ii) EUR 1.26 in cash and 0.0265 JBT Shares, or (iii) 0.0407 JBT Shares (the JBT Shares to be issued by JBT in connection with the Offer, the “JBT Offer Shares”). Elections will be subject to proration such that the Marel shareholders, in the aggregate, receive approximately EUR 950 million in cash and hold an approximately 38% percent ownership interest in the combined company.
het/de prospectus (de kleine lettertjes dus) meldt dit in mei:
Pursuant to the terms of the Offer, Marel Shareholders may exchange each Marel Share, at their election, for (i) cash consideration in the amount of EUR 3.60, (ii) stock consideration consisting of 0.0407 newly and validly issued, fully paid and non-assessable JBT Offer Shares or (iii) cash consideration in the amount of EUR 1.26 along with stock consideration consisting of 0.0265 newly and validly issued, fully paid and non-assessable JBT Offer Shares, subject to the proration provisions, as applicable, described in this Prospectus. Accepting Marel Shareholders can choose to receive JBT Offer Shares listed on either the NYSE or Nasdaq Iceland (subject to the approval of the JBT Offer Shares being listed on Nasdaq Iceland), and if no explicit selection is made, Accepting Marel Shareholders will receive JBT Offer Shares listed on the NYSE. Accepting Marel Shareholders who elect the consideration described in (i) will only receive JBT Offer Shares if the proration process described in this Prospectus and the Offer Document results in such Accepting Marel Shareholders receiving a mix of cash and JBT Offer Shares. This Offer exchange ratio is fixed and will not be adjusted to reflect changes in the price of the Marel Shares or the JBT Shares prior to the date of the closing of the Offer.