TE Connectivity Ltd. (NYSE : TEL) made a tender offer to acquire Schaffner Holding AG (SWX:SAHN) for approximately CHF 320 million on August 16, 2023. Under the terms, consideration will be paid in cash as CHF 505 per share. In a related transaction, the Offeror, on the one hand, and BURU Holding AG as well as Mr. Philipp Buhofer, on the other hand, entered into a tender agreement, in which BURU Holding AG and Mr. Philipp Buhofer agreed, inter alia, to tender all of their freely transferable Schaffner Shares into the Offer. The Offeror finances the Offer from funds of the Offeror Group which it has at its disposal or which are made available to it from within the Offeror Group. The Board of Directors of Schaffner unanimously recommends the shareholders to accept the Offer. The Offer is subject to the following conditions (the "Offer Conditions" or "Con-ditions" and each an "Offer Condition" or a "Condition"): Minimum Acceptance Level: By the end of the (possibly extended) Offer Period i.e. at least 67% of the fully diluted share capital of Schaffner as at the end of the (pos-sibly extended) Offer Period (i.e., of all Schaffner Shares issued as at such date plus all Schaffner Shares the issuance of which (i) has been resolved by a shareholders' meeting or the board of directors of the Company, Resignation and Appointment of Members of the Board of Directors of the Company; Approval of Delisting: All members of Schaffner's board of direc-tors shall have resigned from their functions on the board of directors of the Company. The tender offer is also subject to customary terms and conditions as well as regulatory approvals. The offer period is valid from 13 October 2023 until 10 November 2023. The transaction is currently expected to be settled in December 2023. As of August 25, 2025, Board of Directors of Schaffner unanimously recommends the shareholders to accept the Offer. The transaction is currently expected to be completed by 14 December 2023. As of November 13, 2023, All regulatory clearances for the settlement of the public tender offer have been obtained. The tender offer commenced in September 2023. Subject to confirmation in the definitive notice of the interim result scheduled for November 16, 2023, TE Connectivity holds Schaffner Shares representing more than 67% of the fully diluted share capital of Schaffner Holding (not taking into account the Schaffner Shares held by Schaffner Holding or its subsidiaries) which means that the minimum acceptance level has been reached. Based on the preliminary figures, 561?187 Schaffner shares were tendered into the offer by the end of the offer period, which represents an 89% stake and TE Connectivity's participation amounts to a total of 566?314 Schaffner Shares, representing 89.1%. Extraordinary shareholders' meeting of Schaffner Holding is scheduled on December 7, 2023. The additional acceptance period for the offer begins on November 17, 2023, and is expected to last until November 30, 2023. Following the settlement of the offer, TE Connectivity intends to initiate a squeeze-out procedure and delist the Schaffner Shares from SIX Swiss Exchange. Transaction is expected to be settled in the first quarter of fiscal 2024.

Enqcor is acting as the exclusive financial advisor and Ralph Malacrida, Mariel Hoch and Fabienne Perlini of Bär & Karrer as legal advisor to TE in the context of this transaction. ZKB is acting as offer manager for the public tender offer. Alantra is acting as financial advisor to Schaffner and Matthias Courvoisier, Martin Furrer, Boris Wenger, Baker McKenzie as legal advisor. Raiffeisen Schweiz Genossenschaft, Zweigniederlassung Thalwil provided fairness opinion to Schaffner.

TE Connectivity Ltd. (NYSE:TEL) completed the acquisition of a 98.7% stake in Schaffner Holding AG (SWX:SAHN) on December 14, 2023. TE Connectivity will initiate a squeeze-out procedure and file a claim for cancellation of the remaining publicly held shares of Schaffner Holding