Hydratec Industries N.V.: Hydratec Industries and Ten Cate Investeringsmaatschappij agree on recommended public cash or share offer (Keuzebod) at 142.50 euro per share

• Intended voluntary public offer for all issued and outstanding shares of Hydratec Industries at a price of EUR 142.50 per share (cum dividend) to be settled in either cash, or non-listed shares in the Offeror, as further described below.
• The cash consideration represents a premium of 52.4% to the last traded price of EUR 93.50 as per 18 January 2024, 57.6% premium to the 3-month and 60.8% premium to the 6-month volume weighted average closing Share price prior to this Announcement, delivering immediate, certain and attractive value to the shareholders of the Company.
• The Offeror currently controls approximately 69% of the issued Hydratec Industries shares.
• Hydratec Industries' Boards fully and unanimously support the Offer and envisaged delisting, and consider the Offer to be in the best interest of Hydratec Industries and all of its stakeholders.
• TCIM, the investment vehicle of the Ten Cate family, fully supports Hydratec Industries' existing strategy, has no intention to change its management, and is committed to the long-term interests of Hydratec Industries and its stakeholders.
• The Offer will be financed from TCIM's available cash resources, providing high deal certainty.

• Shareholders that opt for the share settlement may at any time after the settlement of the Offer, offer their non-listed shares in the Offeror to TCIM for a cash consideration determined on the basis of a fixed formula that includes an EV/EBITDA multiple equal to the multiple implied by the cash consideration in the Offer.

Amersfoort, the Netherlands, 18 January 2024 - Hydratec Industries, the sustainable producer of systems for a growing and ageing world population and producer of hightech components, and the Offeror, a wholly owned subsidiary of TCIM, the investment vehicle of the Ten Cate family, are pleased to announce that they have reached conditional agreement on an intended recommended public offer for all issued and outstanding shares in the capital of the Company (the "Shares" and the holders of Shares "Shareholders") against: (a) EUR 142.50 (cum dividend) in cash per share (the "Cash Consideration"), or, at the election of each Shareholder, (b) one (1) non-listed ordinary share in de capital of the Offeror (an "Offeror Share") (the "Share Consideration"). The Cash Consideration represents a premium of 52.4% to Hydratec Industries' closing price per Share on 18 January 2024 of EUR 93.50. This delivers immediate, certain and attractive value to the Shareholders. The Offer values 100% of the Shares at approximately EUR 185 million.

Press release:
https://www.hydratec.nl/media/iuopzr5b/20240118-joint-press-release.pdf

For more information please contact:

Press enquiries Hydratec Industries:
Ir. Bart Aangenendt
CEO Hydratec Industries N.V.
Phone: [phone]
E-mail: [e-mail]
Website: www.hydratec.nl