Tessenderlo Group NV (ENXTBR:TESB) made an offer to acquire 10.66% stake in Picanol nv (ENXTBR:PIC) from freefloat shareholders for approximately €330 million on July 7, 2022. Picanol Group shareholder will be offered the to acquire 2.43 Tessenderlo Group shares for 1 Picanol Group share. As of September 7, 2022, the exchange ratio has been updated from 2.43 to 2.36 Tessenderlo Group shares for 1 Picanol Group share. Upon completion of the proposed transaction, all activities of Tessenderlo Group and Picanol Group will be combined within one listed company, Tessenderlo Group nv. Both companies will be combined into one industrial group with eventually one stock exchange listing and one Board of Directors. The combined group will be able to count on more than 7,000 dedicated employees. The proposed transaction will have no impact on the current employment. Symphony Mills nv and Artela nv have committed, within the framework of the integration protocol concluded between the parties, to contribute the shares that they hold in Picanol Group into Tessenderlo Group. The transaction is subject to approval of FSMA and an extraordinary general meeting of Picanol Group. The board of directors of Picanol NV confirmed its unanimous support for the transaction. The transaction is expected to become effective as of January 1, 2023. As of November 2, 2022, the initial acceptance period will open on November 2, 2022, and will close on December 14, 2022, (unless extended). As of December 20, 2022, the extended offer period will reopen on January 2, 2023 and will close on January 20, 2023.

ING acted as financial advisor of Artela and Symphony Mills. KBC Securities acted as financial advisor, Stibbe acted as legal advisor and Nico Goossens of Argo Law acted as independent expert of Tessenderlo Group. Freshfields Bruckhaus Deringer LLP is acting as legal advisor to the Board of Directors of Picanol Group. Erik De Clippel and Stefaan Genoe of Degroof Petercam acted as an independent expert of independent directors of Picanol Group. Kumulus Partners has been appointed as independent financial expert of the independent directors of Tessenderlo Group.

Tessenderlo Group NV (ENXTBR:TESB) completed the acquisition of 10.66% stake in Picanol nv (ENXTBR:PIC) from freefloat shareholders on March 10, 2023.