HNA Group Co., Ltd. and gategroup Holding AG entered into a definitive transaction agreement on 11 April 2016, pursuant to which HNA launched an all cash public tender offer for all publicly held registered shares of gategroup.
On 20 May 2016, HNA Aviation (Hong Kong) Air Catering Holding Co., Ltd., Hong Kong ("Offeror"), a subsidiary of HNA Group Co., Ltd. ("HNA"), published the Offer Prospectus on the public tender offer (“Offer”) for all publicly held shares of gategroup Holding AG ("gategroup Shares").
On 20 October 2016, the Offeror filed a request with the Commercial Court of the Canton of Zurich for the cancellation of the outstanding publicly held gategroup Shares in accordance with art. 137 FMIA. The Offeror supplemented the request documentation on 25 October 2016 after 98.06% of the share capital and voting rights of gategroup Holding AG were tendered to HNA.
On 16 November 2016, the Board of Directors of gategroup endorsed the application for the delisting of gategroup Holding AG from the SIX Swiss Exchange and for suspension of listing obligations. The application for exemption from certain obligations for maintaining its listing will be filed immediately upon settlement of the tender offer.
On 16 December, HNA published the notice of payment of the offer price regarding the Offer for gategroup Shares. The notice is available under the following link: http://www.hnagroup.com/en/discl/HNA_Website/agree.html
The Offeror settled the Offer on 22 December, through payment of the offer price to shareholders of gategroup who had tendered their shares into the Offer.
Also as of 22 December, the new Board members Adam Tan (Chairman), Di Xin, Frank Nang, Stewart Gordon Smith and Xavier Rossinyol, who were elected at the extraordinary general meeting of the shareholders on 29 July 2016, assume their office. With the exception of Frederick W. Reid who was re-elected as a member of the Board of Directors, all incumbent Board members of gategroup have resigned as of the settlement.
The separate trading line for gategroup Shares tendered into the offer was closed on 20 December. Immediately following the settlement of the Offer, gategroup will apply with SIX Swiss Exchange for the delisting of the gategroup Shares in accordance with the listing rules of SIX Swiss Exchange and for an exemption of certain disclosure obligations under the listing rules of SIX Swiss Exchange until the date of delisting of the gategroup Shares.
HNA is committed to expanding in the aviation industry through strategic investments in companies with strong market positions and excellent management teams. Its leadership has said that the acquisition of gategroup enriches its investment portfolio in airline catering and complements its existing activities including aviation, airport management, logistics and tourism.