FRANKFURT, Germany–ZF Friedrichshafen AG announced the approval of WABCO (NYSE: WBC) shareholders for the proposed acquisition of WABCO.
In a shareholder vote on June 27th, 2019, 68.44 % of WABCO’s outstanding share capital voted in favor of the transaction agreed by ZF and WABCO in late March 2019. Under the terms of the transaction, ZF will acquire all outstanding shares of WABCO for $136.50 per share in cash, subject to regulatory approvals and other customary closing conditions.
Wolf-Henning Scheider, CEO of ZF, said: “It is a confirmation of our strategy that WABCO shareholders have approved this important transaction. Together with WABCO, ZF can form an integrated systems provider for commercial vehicle technology, creating long-term value and security for our customers, employees and shareholders. We will be shaping the future of technologies and services for efficiency, safety, automation and connectivity in the commercial vehicle sector together with the WABCO management.”
ZF expects to be able to close the transaction in early 2020. At that time, shares of WABCO’s common stock will no longer be traded on any public market. During the intended integration of WABCO, the central focus will remain on the customers and day-to-day business operations.
The transaction is subject to regulatory approvals and other customary closing conditions. ZF expects to close the transaction in early 2020. Due to the cash flow profile of both parties, ZF expects to reduce financial leverage significantly again following the completion of the transaction.
Meanwhile, WABCO Holdings (“WABCO”) (NYSE: WBC) welcomed the decision by its shareholders to approve the company’s acquisition by ZF Friedrichshafen AG (“ZF”), a privately held global technology company and systems supplier for passenger cars, commercial vehicles and industrial technology.
At a special meeting of WABCO’s shareholders held today in New York, holders representing 68.44% of the Company’s shares outstanding voted in favor of adopting the proposed merger agreement. Overall, 71.97% of WABCO’s shareholders participated in the vote.