Item 2.01 Completion of Acquisition or Disposition of Assets.
As previously disclosed in a Current Report on Form 8-K filed on
The additional acceptance period of the Offer expired at 24:00 hrs. (
Following Offer Settlement, Akasol became a majority-owned subsidiary of the
Company. The total cash consideration paid by the Company, indirectly through
BidCo, for the Tendered Akasol Shares was €648,003,000, which the Company paid
from current cash balances and which includes proceeds received from the
Company's previously announced public offering of
Akasol, headquartered in Darmstadt,
Following Offer Settlement, subject to approval of the shareholders at the
Akasol annual general meeting on
Item 8.01 Other Events
On the Settlement Date, the Company issued a press release announcing the completion of the Offer. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. The following exhibits are being furnished as part of this Report.
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Exhibit Number Description Business Combination Agreement, datedFebruary 15, 2021 , by and amongBorgWarner Inc. ,Blitz F21-842 AG and Akasol AG (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K/A filedMarch 26 , 2.1 2021). Agreement on the Irrevocable Undertaking, datedFebruary 15, 2021 , amongSven Schulz ,Sven Schulz Group GmbH ,BorgWarner Inc. andBlitz F21-842 AG (incorporated by reference to Exhibit 10.2 to the Company's Current Report on 2.2 Form 8-K/A filedMarch 26, 2021 ).* Agreement on the Irrevocable Undertaking, datedFebruary 15, 2021 , amongStephen Raiser ,BorgWarner Inc. andBlitz F21-842 AG (incorporated by reference to Exhibit 10.3 to the Company's Current Report on Form 8-K/A filed 2.3March 26, 2021 ).* Agreement on the Irrevocable Undertaking, datedFebruary 15, 2021 , amongFelix von Borck ,BorgWarner Inc. andBlitz F21-842 AG (incorporated by reference to Exhibit 10.4 to the Company's Current Report on Form 8-K/A filed 2.4March 26, 2021 ).* Agreement on the Irrevocable Undertaking, datedFebruary 15, 2021 , Dr. Björn Eberleh,BorgWarner Inc. andBlitz F21-842 AG (incorporated by reference to Exhibit 10.5 to the Company's Current Report on Form 8-K/A filedMarch 26 , 2.5 2021).* 99.1 Press Release datedJune 4, 2021 . 104.1 Cover Page Interactive Data File (embedded within the Inline XBRL document).
*Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K.
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