JBT Corp., a leading global technology solutions provider to the food and beverage industry, has announced that the Financial Supervisory Authority of the Central Bank of Iceland (FSA) has granted an extension of the expiration of JBT’s voluntary takeover offer to acquire all issued and outstanding shares of Marel hf. (ICL: Marel).
The extension was granted to accommodate the regulatory reviews by the European Commission (E.C.) and Australian Competition and Consumer Commission (ACCC). On October 23, 2024, following the completion of pre-notification information exchanges with the E.C., JBT formally notified the E.C. under EU Merger Regulation of JBT’s proposed acquisition of Marel. The E.C. is now formally reviewing the notification, and the standard 25 working day Phase 1 review period comes to an end on November 28, 2024. Accordingly, JBT anticipates receiving regulatory approval from the E.C. in late November and is targeting to receive regulatory approval from the ACCC during a similar timeframe to the E.C. approval.
The voluntary takeover offer, which was scheduled to expire on Nov. 11, 2024, will now expire on Dec. 20, 2024, unless such offer period is further extended in accordance with applicable laws and the terms of the definitive agreement between JBT and Marel. Shareholders that have previously tendered their Marel shares do not need to re-tender their Marel shares or take any other action in response to the extension of the voluntary takeover offer.
Provided JBT achieves a minimum acceptance by Marel shareholders, representing at least 90% of all Marel shares, JBT plans to settle the offer consideration to Marel shareholders within five Icelandic business days from the new expiration date of the offer period (based on a planned amendment to the offer document, extending the settlement period from three to five business days). The settlement of the transaction is therefore expected to close no later than Jan. 3, 2025, taking into account all bank holidays in the Icelandic market.
Source: JBT Corp.
