A consortium of Charles Jobson and/or his family members and funds managed by PAI Partners made an offer to acquire Koninklijke Wessanen N.V. (ENXTAM:WES) from Charles Jobson and others for approximately €870 million on March 5, 2019. A consortium of Charles Jobson and/or his family members and funds managed by PAI Partners reached an agreement to acquire remaining 74.26% stake in Koninklijke Wessanen N.V. from Charles Jobson and others on April 10, 2019. The transaction includes an offer per share of €11.5. As of May 8, 2019, taking into account that a €0.14 dividend has been paid in respect of the shares on April 18, 2019, the consideration to be received by the shareholders of Wessanen if and when the Offer is declared unconditional will be adjusted to €11.36 per Share. Charles Jobson already owns 25.74% in Koninklijke Wessanen N.V. Board of Koninklijke Wessanen N.V. together with their financial and legal advisors, concluded that this proposal warranted engaging with the consortium to explore the feasibility and merits of the transaction. Upon-completion, the stake owned by Charles Jobson will increase to approximately 38% while the remaining 62% will be owned by PAI Partners. Charles Jobson will reinvest 21% of the proceeds it gets from the offer. The transaction will be financed through a combination of equity in the amount of €484 million and from third party debt in the amount of €445 million. Wessanen will remain a separate legal entity and will remain the holding company. In case of termination by Koninklijke Wessanen, Koninklijke Wessanen will pay €8.8 million and in case of termination by consortium, the consortium will pay a termination fee of €17.6 million. Post-completion, Koninklijke Wessanen will de-listed from Euronext Amsterdam and will operate as a private company. The supervisory board of Koninklijke Wessanen will constitute of five members will be identified by consortium prior to launch of the offer and two members qualifying as independent within the meaning of the Dutch Corporate Governance Code whereby at least one of these independent members shall be a current member of the Supervisory Board, initially being van Oers. The other independent member will be identified prior to launch of the Offer with the prior consent of van Oers. Christophe Barnouin, Chairman of Executive Board and Chief Executive Officer of Koninklijke Wessanen will continue to serve as Chairman and Chief Executive Officer. François de Gantes will succeed Ronald Merckx as Chief Financial Officer and member of the Executive Board of Koninklijke Wessanen. Central management will be retained. The Offeror does not envisage material reductions of the total workforce as a direct consequence of the Offer. The headquarters of Koninklijke Wessanen will be retained in Amsterdam. The transaction is subject to minimum acceptance level of at least 95%, competition clearances, regulatory clearances and approval from the shareholders of Koninklijke Wessanen in a shareholding meeting to be held on April 11, 2019 for the dividend and August 29, 2019 about the offer. The transaction is unanimously approved and recommended by executive and Supervisory Board of Koninklijke Wessanen. Dutch Authority for the Financial Markets (Stichting Autoriteit Financiele Markten, the "AFM") has approved the Offer Memorandum submitted by the Consortium. The works council of Wessanen has responded with positive advice to the Offer. As on August 28, 2019, the European commission unconditionally approved the transaction. Consequently, all competition clearances required to close the offer have been obtained. As of August 29, 2019, shareholders of Koninklijke Wessanen approved the transaction. The minimum shareholder acceptance threshold for the takeover offer has been lowered from 95% to 80%. As of September 6, 2019, 91.35% (70.1 million shares) of the total number of shares have been committed to the consortium. The consortium will announce whether it declares the offer unconditional no later than September 11, 2019. As of September 10, 2019, the offer become unconditional and all offer conditions have been satisfied or waived. If, following the settlement date and the post acceptance period, the PAI Partners has acquired 95% or more of the shares, it will together with Wessanen seek to procure delisting of the Shares from Euronext Amsterdam. If PAI Partners has acquired less than 95% of the shares, PAI Partners may determine to have Wessanen implement the Post-Closing Restructuring, following which the listing of the Shares on Euronext Amsterdam will also terminate. If, following the settlement date and the post acceptance period, the PAI Partners has acquired 95% or more of the shares, the PAI Partners intends to initiate, as soon as possible, a Squeeze-Out procedure. As on October 2, 2019, Euronext Amsterdam N.V. has consented to the delisting of the Shares from Euronext Amsterdam. Delisting will occur on November 1, 2019. The transaction is expected to complete in second half of 2019. As of May 8, 2019, the transaction is expected to complete in September 2019. The Offer period extends from July 12, 2019 to September 6, 2019. The transaction has long-stop date of April 9, 2020. Remaining Shares can be tendered during the Post Acceptance Period, commencing on 11 September 2019 and expiring on 25 September 2019. The offer results of post acceptance period will be announced by no later than the third business day following the last day of the post acceptance period. Lazard B.V. acting as financial advisor and Allen & Overy LLP acted as legal advisor for Koninklijke Wessanen N.V. ABN AMRO Group N.V. acted as independent financial advisor to the Supervisory Soard of Koninklijke Wessanen. Lazard acted as fairness opinion provider to the executive board of Wessanen and ABN AMRO acted as fairness opinion provider to the supervisory board of Wessanen. Credit Suisse International acted as financial advisor while Hanneke Rothbarth, Jan Willem van der Staay, Eelco van der Stok, Winfred Knibbeler, Brechje Nollen, Guy Benda, Cyril Valentin, Elske Raedts, Guillemette Burgala, Max van Verschuer, Victor van Vegchel, Rosemarieke Uitdewilligen, Bob van Kasteren, Benjamin Boisante, and Thomas Metayer of Freshfields Bruckhaus Deringer LLP acted as legal advisors to the consortium. De Brauw Blackstone Westbroek N.V. is acting as legal advisor to Charles Jobson. A consortium of Charles Jobson and/or his family members and funds managed by PAI Partners completed the acquisition of Koninklijke Wessanen N.V. (ENXTAM:WES) from Charles Jobson and others on September 25, 2019. During the Post acceptance period, 3.7 million shares, representing approximately 4.84% of the Shares, were tendered. Together with the Shares acquired by the Offeror following Settlement and additional share market purchases, the Offeror will hold 74.69 million shares, representing in aggregate approximately 96.73% of the total number of shares. On 31 March 2020, the Enterprise Chamber ordered all remaining shareholders in Koninklijke Wessanen N.V. to transfer the unencumbered right to their shares to a consortium of Charles Jobson and/or his family members and funds managed by PAI Partners. It determined that €11.36 per share, the same price paid by the buyer to shareholders in connection with the transaction.