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SNP: Offer period for voluntary public tender offer from Carlyle begins

• The offer period for SNP shareholders begins today and ends on March 7, 2025, at 12:00 a.m. (Frankfurt am Main local time)
• Offer price of € 61.00 per share
• The offer price corresponds to an attractive premium of 17.2% on the volume-weighted three-month average share price prior to the announcement of the launch of the offer
• Carlyle intends to delist SNP from the stock exchange following completion of the takeover offer

Heidelberg, Germany, January 31, 2025 – The offer period for the voluntary public cash tender offer (the “offer”) of Succession German Bidco GmbH (the “bidder”), a holding company controlled by investment funds advised and/or managed by global investment firm Carlyle (NASDAQ: CG), for SNP Schneider-Neureither & Partner SE (“SNP” or the “Company”) begins today. This was preceded by an investment agreement that was concluded in December 2024. This agreement establishes a strategic partnership to support the long-term growth of SNP.

Carlyle is offering SNP shareholders an offer price of € 61.00 per SNP share in cash. The offer price includes an attractive premium of 13.4% on the XETRA price of the SNP share at the close of the day’s trading on December 20, 2024, the final day of trading before the announcement of the submission of the offer. Furthermore, the offer price corresponds to a premium of 17.2% on the volume-weighted three-month average share price prior to the announcement of the launch of the offer. SNP shareholders have the opportunity to accept the offer until March 7, 2025, at 12:00 a.m. (Frankfurt am Main local time).

Carlyle secured the support of the offer by the shareholders of SNP by means of a share purchase agreement with the majority shareholder, Wolfgang Marguerre, for 65.19% of SNP shares and irrevocable tender agreements with other shareholders, who together represent 11.06% of SNP’s total share capital. Through this support and the additional acquisition of shares on the open market, Carlyle has thus already secured 77.55% of the total share capital of SNP.

The completion of the offer is subject to the usual antitrust and foreign trade approvals. After the offer has been completed, Carlyle intends to delist the company from the stock exchange.

The offer document, an English translation (not legally binding) and further information about the offer have been published on the following website: . Copies of the offer document can be requested free of charge from UniCredit Bank GmbH, Arabellastrasse 12, 81925 Munich, Germany, or by email from  . Please include full postal address in your request.

About SNP

SNP (ticker: SHF.DE) is the global technology platform leader and trusted partner for companies seeking unparalleled data-enabled transformation capabilities and business agility. SNP’s Kyano platform integrates all necessary capabilities and partner offerings to provide a comprehensive software-based experience in data migration and management. Combined with the BLUEFIELD approach, Kyano sets a comprehensive industry standard for restructuring and modernizing SAP-centric IT landscapes faster and more securely while harnessing data-driven innovations.

The company works with more than 3,000 customers of all sizes and in all industries in 80 countries, including 20 of the DAX 40 and more than 100 of the Fortune 500. The SNP Group has more than 1,500 employees worldwide at over 35 locations in 20 countries. The company is headquartered in Heidelberg, Germany, and generated preliminiary revenues of approx. EUR 254 million in the 2024 fiscal year.

More information is available at

Contact
Marcel Wiskow
Director lnvestor Relations
Phone: 37
Email: