This will result in a deduction of the cash value of these performance shares. Our second aircraft that will be available for charter will be a B and will be delivered on November 4, De Vries will receive a change of control severance payment.
Before the Asset Sale and Liquidation will be implemented, the minority shareholders will be offered an exit for a consideration equal to the Offer Price, without interest and subject to withholding tax and other taxes i. This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in TNT Express N.
Any offer will be made only by means of the Offer Document, which is available as of today. This model aircraft will seat between and passengers.
Neither PostNL nor Mr. The brand name of TNT Express will casino express 737-400 maintained for an appropriate period. De Vries will continue to serve on the integration committee for a period of six months following the Settlement Date.
The Combination presents a highly pro-competitive proposition for the provision of small package delivery services within and outside Europe. If the Offer Condition with respect to Competition Clearances is not satisfied or, to the extent legally permitted, waived in accordance with Section 6.
The European Commission has initiated a Phase II review in connection with the Offer and on 13 August announced on its website that it extended its deadline for the completion of its Phase II review by 20 working days to 13 January As such, adopting the Asset Sale and Liquidation Resolutions would increase deal certainty.
Shares tendered on or prior to the Acceptance Casino express 737-400 Date may not be withdrawn, subject to the right of withdrawal of any tender of Shares during the Acceptance Period in accordance with the provisions of Article 5b, paragraph 5, Article 15, paragraphs 3 and 8 and Article 15a paragraph 3 of the Decree.
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The integration committee will determine an integration plan and submit it to FedEx and the Boards, monitor its implementation and do all things necessary to assist and optimise the integration casino express 737-400 the Combination. Acceptance by shareholders Shareholders who hold their Casino express 737-400 Shares through an institution admitted to Euronext Amsterdam an Admitted Institution are requested to make their acceptance known through their custodian, bank or stockbroker no later than In addition, we will take delivery of a second B on December 1, Unanimous recommendation of the Executive Board and Supervisory Board of TNT Express After having given due and careful consideration to the strategic rationale and the financial and social aspects and consequences of the proposed transactions, the Boards have reached the conclusion that the Offer, provides a fair price to its shareholders and the Offer, including the Asset Sale and Liquidation, is in the best interests of TNT Express and all its stakeholders.
This one-time payment is subject to shareholder approval at the EGM.
The transaction presents a highly pro-competitive proposition for the provision of small package delivery services within and outside Europe that will benefit consumers and SMEs in Europe and beyond. Post-Closing Acceptance Period If and when the Offer is declared unconditional gestand wordt gedaanthe Offeror will publicly casino express 737-400, in accordance with Article 17 of the Decree, a Post-Closing Acceptance Period as defined in the Offer Document to enable shareholders that did not tender their Shares during the Acceptance Period to tender their Shares under the same terms and conditions applicable to the Offer.
The listing of the Shares on Euronext Amsterdam can also be terminated after a successful Asset Sale followed by Liquidation see Section 6. The Offer Price includes any interim cash or share dividend or other distribution on the Shares that is or may be declared by TNT Express on or prior to the Settlement Date and the record date for such cash or share dividend or other distribution occurs on or prior to the Settlement Date.
Rights granted in will vest and be settled in full. Declaring the Offer unconditional The Offer is subject to the satisfaction of the offer conditions set out in Section 6. No later than on the third Business Day following the Acceptance Closing Date, such date being the Unconditional Date, the Offeror will determine whether the Offer Conditions have been satisfied or are to be waived and announce whether i the Offer is declared unconditional, ii the Offer will be extended in accordance with Article 15 of the Decree, or iii the Offer is terminated, as a result of the Offer Conditions not having been satisfied or waived, all in accordance with Section 6.
To achieve this goal we are pleased to announce that Casino Express Airline will take delivery of our first B on November 1, The Combination offers a unique opportunity to strengthen the resource base of both companies, thereby offering prospects for employees of the combined companies.
The Offeror has agreed that it will accept valid book entry tenders of ADSs up until In view of the extended deadline of the European Commission for the completion of its Phase II review to 13 Januaryit seems likely that the Offeror will need to extend the Acceptance Period beyond an initial extension.
Consequently, if on or prior to the Settlement Date any cash or share dividend or other distribution is declared in respect of the Shares and the record date for such cash or share dividend or other distribution occurs on or prior to the Settlement Date, the Offer Price will be decreased by an amount per Share equal to any such cash or share dividend or other distribution per Share. In order to facilitate such integration, an integration committee will be established for a minimum period of two years as of the Settlement Date consisting of four members, two of which will be executives of TNT Express and two of which will be executives of FedEx.
FedEx has confirmed in a press release dated 13 May that it will be able to finance the aggregate consideration of the Offer.
The Independent Members will continue to serve on the Supervisory Board for at least three years as of the commencement of the Offer. Cunningham and Robert Henning.
The chairman of the integration committee will be a FedEx representative and will have a casting vote. Liquidity, delisting and post-settlement restructuring and future legal structure The acquisition of Shares by the Offeror pursuant to the Offer will reduce the number of shareholders, as well as the number of Shares that might otherwise be traded publicly.
The process of obtaining all necessary approvals and competition clearances is on track and evolving in line with casino express 737-400 previously communicated timetable. TNT Express will hold an extraordinary general meeting of shareholders at 9: One of these arrangements is the Asset Sale and Liquidation.
If the Offeror extends the Acceptance Period, the Offer will expire on the latest time and date to which the Offeror extends the Acceptance Period.
The custodian, bank or stockbroker may set an earlier deadline for communication by shareholders in order to permit the custodian, bank or stockbroker to communicate acceptances to ING Bank N. Subsequently, TNT Express would be dissolved ontbonden and liquidated vereffend.
A position statement providing further information to the shareholders as required pursuant to Article 18, paragraph 2 of the Decree the Position Statementincluding the agenda for the EGM and explanatory notes theretois made available by TNT Express as of today.