Bär & Karrer Ltd.

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Bär & Karrer Advises ALTANA on the Acquisition of a Majority Stake and the Public Tender Offer of Von Roll

On 11 August 2023, ELANTAS LLC, a subsidiary of the specialty chemicals group ALTANA Ltd., Wesel, Germany, entered into a share purchase agreement with the von Finck family and tender agreements with the von Roll management pursuant to which ELANTAS will acquire a total interest of 84.2% of the outstanding shares in Von Roll Holding Ltd., Breitenbach, Switzerland. At the same time, ELANTAS announced a public tender offer for all publicly held shares of Von Roll at the price of CHF 0.86 per share, resulting in a total transaction volume of approximately CHF

301.3 million. The board of directors of Von Roll recommends its shareholders to accept ELANTAS' public tender offer.

Bär & Karrer acts as lead legal advisor of ALTANA in this transaction. The team was co-led by Urs Kägi and Dieter Dubs and included Matthias Tanner, Linus Zweifel, Fabienne Perlini-Frehner, Dominic Leu and Fabian Schlegel (all Corporate/M&A), Susanne Schreiber, Elena Kumashova and Christina Rüdisühli (all Tax), Ruth BlochRiemer and Marco Weiss (both Social Security), Laura Widmer and Luljeta Morina (both Employment), Markus Schott and Raphael Wyss (both Regulatory), Jonas Bornhauser and Dario Haux (both IP/IT), Micha Schilling (Finance) as well as Rocco Rigozzi (Real Estate).

11th August 2023