19 May 2021

Neways and VDL end talks

Son (the Netherlands), 19 May 2021 – Neways Electronics International N.V. (Euronext: NEWAY) (“Neways”) announces that conversations in respect of a non-binding conditional indicative proposal by VDL Groep B.V. (“VDL”) to acquire all outstanding shares in Neways’ share capital have been ended, following the joint and unanimous conclusion of the Board of Directors and the Supervisory Board of Neways (“Boards”) that the proposal does not sufficiently reflect the value creation of Neways.

Neways had entered into talks with VDL in order to better evaluate the indicative proposal. The Boards have, supported by their financial and legal advisors, carefully reviewed the present proposal of VDL, whereby the Boards have given due consideration to the interests of all stakeholders, including the other shareholders.

Consistent with their fiduciary duties, the Boards have reviewed VDL’s proposal amongst others compared to the existing strategy for the continued success of Neways and long term value creation. After careful analysis, the Board, supported by their financial and legal advisors, have come to the conclusion that the present proposal, including the non-financial covenants, insufficiently serves the interests of Neways, its business and its stakeholders, including the other shareholders, as a result of which the Boards cannot support the proposal. In the present proposal the value development of Neways is significantly undervalued.

With the System Innovator strategy introduced last year and the ongoing ONE Neways programme, the Boards have full confidence in the long-term strategy.