Ganz-mavag Europe Zartkoruen Mukodo Reszvenytarsasag made an offer to acquire Talgo, S.A. from Pegaso Transport International S.c.a. and others for approximately ?620 million.
March 06, 2024
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Ganz-mavag Europe Zartkoruen Mukodo Reszvenytarsasag made an offer to acquire Talgo, S.A. (BME:TLGO) from Pegaso Transport International S.c.a. and others for approximately ?620 million on March 6, 2024. Ganz-mavag offered to the Talgo's shareholders is ?5 per share and will be totally paid in cash. As a consequence, the maximum total amount to be disbursed by the Offeror will be ?619.30 million. The Offeror has binding commitment letters from its shareholders (Ganz-Mavag Holding Kft. and Corvinus Zrt.), which in turn have both bank and equity binding financing commitments, to pay the total consideration of the offer. The Board of Directors of Talgo has unanimously confirmed that the Offer is friendly and that the consideration offered is attractive for Talgo 's shareholders, expressing a preliminary favorable view on such price offered. The transaction is subject to relevant anti-trust clearances and Foreign direct investment authorizations in other countries. After completion of the relevant competition law analysis, it is confirmed that, pursuant to the provisions of article 26.1 of Royal Decree 1066/2007, the Offer is conditional upon the economic concentration that will take place as a result of the settlement of the Offer obtaining the following mandatory antitrust authorisations imposing no conditions: The European Commission, The Competition Authority of Albania, The Competition Authority of Kosovo, The Competition Authority of Montenegro, The Competition Authority of Serbia, The Egyptian Competition Authority under the Egyptian Antitrust and The General Authority for Competition in Saudi Arabia. As of April 4, 2024, Ganz-Mavag Europe Requests For Authorisation Of Voluntary Takeover Bid For Shares Of Talgo and The decision to launch the Offer is not subject to the approval by the general shareholders' meeting of the Offeror.
Lazard acted as financial advisor to Ganz-mavag Europe Zartkoruen Mukodo Reszvenytarsasag and J&A Garrigues acted as legal advisors to Offeror.
Talgo SA is a Spain-based company primary engaged in the design and manufacture of rolling stock. The Company's activities are divided into three business segments: Rolling stock, Auxiliary machines and Others, as well as General. The Rolling stock division is responsible for the train production, as well as for the maintenance of trains that use the Company's technology. The Auxiliary machines and Others segment provides manufacture and technical service of lathes, as well as sale of related spare parts. The General area includes corporate operations. The Company's product range comprises high speed rolling stock, intercity trains and locomotives, among others. It offers products and services worldwide to a number of railway operators, such as Amtrak, Metrovias, Russian Railways, Metro Beijing, Fertagus, Chiltern Railways, Jernhusen AB and Bochum Trams. The Company operates manufacturing plants in Spain and Kazakhstan.
Ganz-mavag Europe Zartkoruen Mukodo Reszvenytarsasag made an offer to acquire Talgo, S.A. from Pegaso Transport International S.c.a. and others for approximately ?620 million.
TALGO, S.A. 
