BorgWarner and Akasol announced that they have signed a business combination agreement. As part of the agreement, a wholly-owned subsidiary of BorgWarner will launch a voluntary public takeover offer at EUR 120.00 per share in cash for all outstanding shares of Akasol.
Holders of approximately 59% of Akasol’s outstanding shares have committed through irrevocable undertakings to accept the offer with respect to their shares. The offer represents a premium of approximately 23% to Akasol’s three-month volume-weighted average share price prior to announcement and values Akasol at a total enterprise value of approximately EUR 754M, which includes the assumption of EUR 27M of net debt. Headquartered in Darmstadt, Germany, Akasol designs and manufactures customizable battery packs for use in buses, commercial vehicles, rail vehicles and industrial vehicles, as well as in ships and boats. BorgWarner believes the acquisition “would significantly strengthen its commercial vehicle and off-highway battery systems business as it continues to execute its electrification strategy.”
The offer, which has been unanimously approved by the BorgWarner board and the Akasol supervisory board, is expected to be completed late in Q2 of 2021. The acceptance period under the offer is expected to commence by the end of March. BorgWarner currently anticipates that the transaction will be funded primarily with existing cash balances and potentially some incremental debt. For the purpose of satisfying German “Cash Confirmation” requirements, BorgWarner intends to secure a $900M, 364-day undrawn credit facility.