On 8 Sep 2023, ELANTAS GmbH, a subsidiary of the speciality chemicals group ALTANA AG, released the prospectus for the public tender offer ('Offer') targeting all publicly held shares of Von Roll Holding AG ('Von Roll'; SIX: ROL), at a price of SFR 0.86 net/share in cash. The preliminary announcement of the Offer was made on 11 Aug 2023. The merger of ELANTAS and Von Roll combines the innovative strength of the two companies with the aim of expanding electromobility and renewable energies. Based on an external valuation report ('Fairness Opinion') issued by IFBC in Zurich, the Board of Directors of Von Roll has unanimously endorsed the recommendation for shareholders to embrace the offer and tender their shares. The report of the Board of Directors containing the recommendation and the rationale behind it is included in the offer prospectus. The Offer Period is expected to commence on 25 Sep 2023 and to end on 27 Oct 2023, at 16:00, CEST. The Offer is slated to be completed in Nov 2023 and is subject to customary offer conditions, including regulatory approvals. A detailed indicative timetable is delineated in the Offer Prospectus. ELANTAS has entered into a share purchase agreement with the von Finck family and tender agreements with Von Roll's management, according to which ELANTAS will acquire a total stake of 82.57% in Von Roll, at the stipulated offer price of SFR 0.86/share. In the span between the initial pre-announcement of the offer and the close of the stock exchange on 6 Sep 2023, ELANTAS has additionally acquired 11.2 M shares of Von Roll on the market, accounting for 3.13% of the total share capital. Taking into account the (i) shares encompassed by the share purchase agreement with the von Finck family, (ii) the two tender agreements, (iii) the shares acquired on the market, and (iv) the 1.99% treasury shares owned by Von Roll, ELANTAS holds a total of 313,444,063 Von Roll shares as of 6 Sep 2023, corresponding to 87.69% of the share capital documented in the commercial register. Excluding the inactive voting rights associated with Von Roll's self-owned shares, ELANTAS currently holds 87.44% of Von Roll's voting rights. Following the completion of the offer, ELANTAS intends to undertake a squeeze-out and to pay compensation to the shareholders equivalent to the offer price. Consequently, the Von Roll shares are set to be delisted from the SIX Swiss Exchange. Original source: Altana, website: http://www.altana.com/, Copyright Altana 2023., mergers and acquisitions; ALTANA; ELANTAS; Von Roll [...]