BASF comes closer to acquiring Ciba
* Voting rights and registration restrictions removed
* BASF representatives elected to Ciba’s Board of Directors
* Second trading line to open tomorrow for tendered shares
Ludwigshafen, Germany - BASF has come a step closer to acquiring Ciba. At the Extraordinary Meeting of Shareholders of Ciba Holding AG held today in Basel, Switzerland, the voting rights and registration restrictions in the articles of association of Ciba Holding AG were removed with effect as of the settlement date. At the same time, three representatives of BASF - Dr. Hans-Ulrich Engel, Hans-Walther Reiners and Dr. Jörg Buchmüller - were elected to Ciba’s Board of Directors. The election is also effective as of the settlement date. All current members of Ciba’s Board of Directors will resign as of the settlement date. The motions were approved by significantly more than 90 percent of the share capital represented. As a result, further conditions of BASF’s public tender offer have been fulfilled. The completion of the transaction is still subject to approval by the relevant antitrust authorities, which is expected in the first quarter of 2009.
From tomorrow (December 3) until the settlement date, the tendered Ciba shares can be traded on a second trading line of the SIX Swiss Exchange. The shares remain tendered. On the settlement date, they are automatically transferred to BASF against payment of the offer price of CHF 50.00 irrespective of the share owner on that date. The transfer of shares to BASF and the payment of the offer price will take place on the settlement date.
All information about BASF’s offer, including the offer prospectus, is available on the Internet at www.basf-info.com.
BASF is the world’s leading chemical company: The Chemical Company. Its portfolio ranges from oil and gas to chemicals, plastics, performance products, agricultural products and fine chemicals. As a reliable partner BASF helps its customers in virtually all industries to be more successful. With its high-value products and intelligent solutions, BASF plays an important role in finding answers to global challenges such as climate protection, energy efficiency, nutrition and mobility. BASF has more than 95,000 employees and posted sales of almost EUR 58 billion in 2007. BASF shares are traded on the stock exchanges in Frankfurt (BAS), London (BFA) and Zurich (AN). Further information on BASF is available on the Internet at www.basf.com.
This release is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation.
This release has been prepared by BASF. No representation or warranty (express or implied) of any nature is given, nor is any responsibility or liability of any kind accepted, with respect to the truthfulness, completeness or accuracy of any information, projection, statement or omission in this presentation.
This release does not constitute, nor does it form part of, any offer or invitation to buy, sell, exchange or otherwise dispose of, or issue, or any solicitation of any offer to sell or issue, exchange or otherwise dispose of, buy or subscribe for, any securities, nor does it constitute investment, legal, tax, accountancy or other advice or a recommendation with respect to such securities, nor does it constitute the solicitation of any vote or approval in any jurisdiction, nor shall there be any offer or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the applicable securities laws of any such jurisdiction (or under exemption from such requirements).
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