Wabtec singed definitive agreement to acquire Faiveley Transport

high-speed-2014_0_1Wabtec has signed a definitive share purchase agreement to acquire 51% of Faiveley Transport. Under the share purchase agreement, Wabtec plans to purchase the shares for EUR 100 per share, payable 25% in cash and 75% in Wabtec preferred stock, mandatorily convertible after three years into a total of approximately 6.5 million Wabtec common shares. Upon completing the share purchase, Wabtec will commence a tender offer for the remaining publicly traded Faiveley Transport shares. The public shareholders will have the option to elect to receive EUR 100 per share in cash or Wabtec preferred stock.
As is the case in the purchase of the Faiveley family block, no more than 75% of the consideration payable to the public shareholders can be in Wabtec preferred stock. The total purchase price is about USD 1.8 billion, including assumed debt.
On July 27, Wabtec announced that it had made an irrevocable offer to acquire these shares. Faiveley Transport has now completed required labor group consultations and the majority shareholders have accepted the Wabtec purchase offer.
Wabtec has also entered into a definitive tender offer agreement with Faiveley Transport and a definitive shareholders agreement with the majority shareholders of Faiveley Transport. Closing of the transactions is subject to various customary conditions, including completion of remaining regulatory requirements.


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