Media Center

July 6, 2012

KKR To Launch Voluntary Public Takeover Offer For WMF AG

KKR supports WMF's management in pursuing its long-term growth strategy

London, 6 July - Finedining Capital GmbH*, a holding company controlled by funds advised by Kohlberg Kravis Roberts & Co. L.P. (together with affiliates, "KKR"), announced today its intentions to make a voluntary public takeover offer for WMF Württembergische Metallwarenfabrik Aktiengesellschaft ("WMF AG"), a global market leader for professional fully automated coffee machines and a European market leader for kitchen- and tableware.

KKR has entered into a binding agreement with funds advised by Capvis Equity Partners AG ("Capvis"), the company's main shareholder, to acquire the shareholdings in WMF currently held by Crystal Capital GmbH (a subsidiary controlled by Capvis Equity II LP fund), representing approximately 52 % of WMF AG's ordinary shares and 5 % of the company's preference shares.

Summary

  • All-cash voluntary offer for the entire shareholding of WMF.
  • The transaction is only subject to regulatory approvals.
  • The price agreed with Capvis amounts to EUR 47.00 per ordinary share.
  • The remaining shareholders also holding ordinary shares in WMF AG will be able to tender their shares against the payment of a cash consideration in the same amount (EUR 47.00). This constitutes a premium of approximately 24 % compared to the closing price of the WMF ordinary share as of 5 July 2012.
  • The shareholders holding preference shares in WMF AG will be able to tender their shares against the payment of a cash consideration in the amount of the volume weighted average stock exchange price of the WMF preference share during the last three months as determined by BaFin. The offer price, however, will be no less than EUR 31.70 per preference share.

Strategic Rationale

KKR intends to work closely with the management team of WMF to build upon the company's market leadership positions in kitchen- and tableware as well as fully automated B2B coffee machines and to seize upon the substantial growth opportunities for further market penetration and international expansion, especially in Asia and the USA.

Silke Scheiber, Director at KKR, said: "We believe WMF, with its iconic brand name, is a true German industry champion with significant further growth potential. As a partner, we offer a strong international network and decades of experience in building global market leaders. We look forward to working with the management and employees of WMF to continue WMF's success story globally."

KKR will file its offer document with BaFin within the statutory deadlines. Following the approval of the offer by BaFin the offer will extend over a four to six weeks period.

For all relevant information concerning specified terms and the exact acceptance period of the takeover offer please refer to the following website on which the offer document will be made available after the approval by BaFin: www.finediningcapital-offer.com.

For further information, please contact:

Jan Hiesserich
+49 69 921874 63
+49 151 16231546
jhiesserich@heringschuppener.com

About KKR
Founded in 1976 and led by Henry Kravis and George Roberts, KKR is a leading global investment firm with $62.3 billion in assets under management as of March 31, 2012. With offices around the world, KKR manages assets through a variety of investment funds and accounts covering multiple asset classes. KKR seeks to create value by bringing operational expertise to its portfolio companies and through active oversight and monitoring of its investments. KKR complements its investment expertise and strengthens interactions with investors through its client relationships and capital markets platform. KKR is publicly traded on the New York Stock Exchange (NYSE: KKR). For additional information, please visit KKR's website at kkr.com.

Disclaimer
This announcement is neither an offer to purchase nor a solicitation of an offer to sell shares of WMF AG. The definite terms and conditions of the takeover offer, as well as further provisions concerning the takeover offer, will be published in the offer document only after the German Federal Financial Supervisory Authority has granted permission to publish the offer document. Investors and holders of shares in WMF AG are strongly advised to read the offer document and all other relevant documents regarding the takeover offer when they become available, since they will contain important information.


* currently operating under the name Blitz 12-463 GmbH