3d investors considers to make a voluntary and conditional public takeover bid on Zenitel NV

3D NV ("3d investors"), holding 47.87% of the total issued shares in Zenitel NV (“Zenitel”), has announced its intention to, via its subsidiary House of Thor BV, make a voluntary and conditional takeover bid, on all shares in Zenitel not yet held by 3d investors at a price of EUR 22.75 per share in cash.

If 3d investors should resolve to make a formal bid, full details thereof will be set out in a prospectus that will be submitted to the Belgian Financial Services and Markets Authority (FSMA).

As the takeover bid is launched by the controlling shareholder of Zenitel, the independent directors of Zenitel have appointed Degroof Petercam Corporate Finance SA/NV as independent expert to provide a valuation report in accordance with the applicable legal provisions. This valuation report will be attached as an annex to the prospectus.

Subject to the review by the board of directors of the prospectus, the directors of Zenitel who are not affiliated with 3d investors have unanimously decided to support and recommend the bid, under the conditions set forth in 3d investors’ press release. The board of directors have thereafter adopted the same decision with unanimity. A detailed opinion will be set forth in the memory in reply, which will also be attached as an annex to the prospectus.