Deutsche Post To Launch Recommended Tender Offer For Danzas

Deutsche Post To Launch Recommended Tender Offer For Danzas
10th December 1998

Danzas to become logistics pillar of Deutsche Post – strong complementarity between the corporate strategies of Danzas and Deutsche Post

Deutsche Post AG intends to launch a tender offer addressed to the shareholders of Danzas Holding AG ("Danzas"), for all of the publicly held shares of Danzas at a price of CHF 590.- per share. Deutsche Post's supervisory board has approved the bid unanimously. Danzas' board of directors is also unanimous in its recommendation to shareholders to accept the offer.

Danzas, a worldwide logistics group with 16.000 employees and annual sales of CHF 7 billion, is to be expanded into a leading, global logistics firm under the umbrella of Deutsche Post. Danzas will continue to operate as an autonomous company with unchanged management, name and domicile in Basel. Deutsche Post, Europe's largest postal and logistics firm with 250,000 employees and annual sales of CHF 22.2 billion (DEM 27.1 billion), will contribute its own expertise and financial strength to the development of the expanded group. The combination of Danzas and Deutsche Post will make possible the provision of a new dimension of services to the customers of both companies, especially singlesource supply chain management covering the full range of logistics services. As a result of the complementarity of the product ranges of the two companies, no restructuring or employment reductions are anticipated.

Management continuity

The Danzas management team will remain unchanged. It is planned that Peter Wagner, CEO of Danzas, will be appointed to the Deutsche Post management board with responsibility for logistics, including all of Danzas' business lines. He will also remain CEO of Danzas.

The CEO of Deutsche Post, Dr Klaus Zumwinkel, will become chairman of the Danzas board of directors. The current Danzas chairman, Dr Hanspeter Brändli, will assume the position of vice chairman, and the present vice chairman, Dr Georg Stucky, will remain a board member. Other members of the board of directors will be nominated.

Worldwide concentration process in the logistics industry

The concentration process in the logistics industry is in full swing. Deutsche Post and Danzas agree in their assessments of the market situation and are pursuing similar strategic courses. The two partners are convinced that by joining forces they will be able to offer their customers an even better service, and in doing so will grasp a unique opportunity to capture leading positions in the worldwide logistics market.

Breadth of services and globalization crucial to market success

In the view of industry experts, breadth of services and globalization will be the key factors in tomorrow's logistics market. Logistics providers will have to be in a position to offer the full range of integrated logistics services worldwide to compete successfully.

"Deutsche Post's interest in Danzas is a vote of confidence in our strategic orientation," commented Danzas CEO Peter Wagner. "Based on our market position following the successful development of the past few years and against the backdrop of our new, globally oriented strategy, Danzas has become a logical partner for Deutsche Post. Working under the Deutsche Post umbrella, Danzas will be able to take advantage of a strong capital base and new value-added services to achieve its strategic goals more quickly."

One-stop-shopping as key to the future

"Deutsche Post is convinced that the proposed combination will afford great benefits to both companies, and above all to their customers. Danzas will complement the activities of Deutsche Post, will become the logistics pillar of the group and will reinforce our strong position in the world marketplace. Long-term competitiveness will require the ability to offer customers the broadest possible service from a single source, i.e. genuine one-stop-shopping," noted Deutsche Post CEO Dr Klaus Zumwinkel. "In future there should no longer be any logistics problem for which we cannot submit an immediate proposal of excellent quality to our customers."

Tender offer in compliance with Swiss Stock Exchange Law

"Danzas' board of directors has reviewed the offer from Deutsche Post painstakingly and has also obtained the advice of outside experts, including, for the financial assessment, that of the investment bank Warburg Dillon Read. After extensive deliberation, it has concluded that the offer is in accordance with the interests of the company, its customers, its employees and its shareholders," emphasizes Dr Hanspeter Brändli, board chairman of Danzas. "The board of directors voted unanimously to recommend acceptance of the tender offer by our shareholders."

The tender offer of Deutsche Post, which is being advised by Credit Suisse First Boston, will apply to all registered shares at CHF 10.- par value held by the public. This corresponds to a valuation of about CHF 1.46 billion for all the outstanding publicly held share capital of the company. The price represents a premium of 36 % over the closing market price on December 9, 1998 of Danzas' shares and a premium of 48% over the average price over the past six months.

The tender offer is expected to commence in mid-January and to remain open until mid-February 1999.

The offer will be conditional upon the acceptance of the tender offer by shareholders owning at least 80 percent of the publicly held shares. The transaction is also subject to regulatory approvals by the responsible authorities.

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