Nilfisk Board recommends Freudenberg
takeover offer The Board of Directors of Nilfisk has unanimously recommended that its shareholders accept a voluntary all- cash takeover offer from Freudenberg for all company shares.
This recommendation is based on the offer price of 140 DKK per share, representing a premium compared to historical share prices, and values Nilfisk’s share capital at approximately 3.798bn DKK. The Board notes the offer is fully financed and supported by irrevocable undertakings from shareholders representing 50.9% of Nilfisk’s share, increasing the likelihood of completion.
Peter Nilsson, Nilfisk’s Board of Directors Chair, said: “Following a comprehensive evaluation of the offer and its implications, conducted together with our advisors, the Board unanimously recommends that Nilfisk’s shareholders accept Freudenberg’s offer.
“Our recommendation is based on the attractive all-cash offer price, which is supported by an independent fairness opinion, the high degree of transaction certainty, and the support expressed by major shareholders and the Executive Management. In addition, we see a strong strategic and cultural fit between the two companies, which makes this a compelling offer for Nilfisk’s shareholders.”
Prior to Freudenberg’s intention to make the offer, the Board, prompted by an unsolicited approach by a third party, conducted a competitive and structured process in spring 2025 to assess Nilfisk’s strategic options. This process included a review of Nilfisk’s standalone plan as well as a range of potential ownership structures and strategic alternatives, supported by external advisors.
Following this process and subsequent negotiations, the Board concluded that the offer from Freudenberg represents the result of an extensive and meticulous
www.tomorrowscleaning.com
due diligence and negotiation process, where the Board has worked to secure improved terms and conditions. In the Board’s view, the offer now presented to Nilfisk’s shareholders represents the most attractive outcome.
In accordance with applicable takeover regulations, the Board has reviewed and analysed Freudenberg’s offer and assessed the advantages and disadvantages of the offer for Nilfisk’s shareholders. This assessment includes the financial terms, Freudenberg’s stated plans for Nilfisk, potential consequences for employees and the overall certainty of completing the transaction.
The Board has welcomed Freudenberg’s stated commitments regarding employee continuity, company culture and intention to further develop Nilfisk. While the Board believes Nilfisk can continue to operate successfully as a standalone company, it also recognises the proposed change of ownership may create strategic benefits and further reinforce Nilfisk’s position as a global leader in its field.
The offer period is expected to expire on 18 February 2026, unless extended. Shareholders are being encouraged to carefully review the terms and conditions of the offer and the implications of both accepting and not accepting the offer before making their decision. Freudenberg expects completion of the offer, including consideration to the selling shareholders, in the first half of 2026 subject to receipt of all regulatory approvals and clearances.
Founded in 1906 by Danish engineer P.A. Fisker, Nilfisk is a leading global provider of professional cleaning equipment and services. Nilfisk’s products and services are sold in over 100 countries and produced at six manufacturing sites across the globe, with more than 90% of its sales to professional customers. The company employs approximately 4,500 employees and generated €1,027.9m revenue in 2024.
www.nilfisk.com WHAT’S NEW? | 7
Page 1 |
Page 2 |
Page 3 |
Page 4 |
Page 5 |
Page 6 |
Page 7 |
Page 8 |
Page 9 |
Page 10 |
Page 11 |
Page 12 |
Page 13 |
Page 14 |
Page 15 |
Page 16 |
Page 17 |
Page 18 |
Page 19 |
Page 20 |
Page 21 |
Page 22 |
Page 23 |
Page 24 |
Page 25 |
Page 26 |
Page 27 |
Page 28 |
Page 29 |
Page 30 |
Page 31 |
Page 32 |
Page 33 |
Page 34 |
Page 35 |
Page 36 |
Page 37 |
Page 38 |
Page 39 |
Page 40 |
Page 41 |
Page 42 |
Page 43 |
Page 44 |
Page 45 |
Page 46 |
Page 47 |
Page 48 |
Page 49 |
Page 50 |
Page 51 |
Page 52 |
Page 53 |
Page 54 |
Page 55 |
Page 56 |
Page 57 |
Page 58 |
Page 59 |
Page 60 |
Page 61 |
Page 62 |
Page 63 |
Page 64 |
Page 65 |
Page 66 |
Page 67 |
Page 68 |
Page 69 |
Page 70 |
Page 71 |
Page 72 |
Page 73 |
Page 74 |
Page 75 |
Page 76 |
Page 77 |
Page 78
