TA Announces Completion of Tender Offer for Nexus AG

TA Associates (“TA” or the “Firm”), a leading global private equity firm, announced today that its holding company, Project Neptune BidCo GmbH, successfully completed its tender offer (the “Offer”) to acquire all outstanding ordinary shares and stock acquisition rights of Nexus AG (“Nexus”), a leading European software company in the e-health sector. This transaction, undertaken in partnership with the Management Board of Nexus, marks a significant milestone in Nexus’s journey, positioning the Company for continued growth and innovation away from a stock market environment.

The Offer, which commenced on November 11, 2024, for 70.00 Euro in cash per share, was completed as scheduled on January 3, 2025, at the end of the additional acceptance period. At the time of completion, the Offer was accepted for 16,402,668 Nexus shares, representing approximately 94.95% of all Nexus shares, including 26.9% which TA secured through irrevocable undertakings with key Nexus shareholders. All of such shares have been accepted for payment in accordance with the terms of the Offer, and TA expects to promptly pay for such shares.

Settlement of the Offer remains subject to customary regulatory conditions, including antitrust and foreign investment control clearances. Subject to the fulfillment of these conditions, settlement of the Offer is expected in Q1 2025, at which point TA intends to delist Nexus from the Frankfurt Stock Exchange, increasing its operational flexibility to focus on long-term growth initiatives.

“TA has followed Nexus's growth trajectory for many years and admired its leadership in the European e-health market,” said Stefan Dandl, Director at TA. “With its modern technology platform, expansive product portfolio and unwavering focus on customer satisfaction, we believe Nexus is well positioned to capitalize on the growing demand for digital healthcare solutions.”

By taking Nexus private, TA aims to empower the Company to further strengthen its customer offerings, pursue strategic acquisitions and invest significantly in research and development, particularly in areas such as cloud computing and AI-driven solutions.

“We're excited to partner with Ingo and the exceptional Nexus team to further advance healthcare software solutions that empower healthcare providers and improve patient outcomes,” added Birker Bahnsen, Managing Director at TA.

“Nexus has consistently delivered double-digit growth and strong financial performance,” said Dr. Ingo Behrendt, CEO of Nexus AG. “We believe our strategic partnership with TA will accelerate our ability to develop cutting-edge solutions that enhance the efficiency and quality of care for our customers. With access to significant new resources and greater flexibility to leverage industry tailwinds, we will continue driving value for healthcare providers who trust our platforms to power their digital transformation.”

“After careful consideration, The Supervisory Board and Management Board of Nexus AG unanimously concluded that this strategic partnership represents the best path forward for Nexus, its shareholders and customers,” shared Dr. Hans-Joachim König, Chairman of the Supervisory Board of Nexus AG. “We believe it creates immediate value for Nexus and are excited by the opportunities ahead.”

About TA Associates

TA is a leading global private equity firm focused on scaling growth in profitable companies. Since 1968, TA has invested in more than 560 companies across its five target industries – technology, healthcare, financial services, consumer and business services. Leveraging its deep industry expertise and strategic resources, TA collaborates with management teams worldwide to help high-quality companies deliver lasting value. The firm has raised $65 billion in capital to date and has over 160 investment professionals across offices in Boston, Menlo Park, Austin, London, Mumbai and Hong Kong. Further information on TA can be found at www.ta.com.

About Nexus AG

Nexus AG develops and distributes software solutions for the international healthcare market. With the clinical information system (Nexus / KIS) and the integrated diagnostic modules, we now have a uniquely broad and interoperable product range that can cover almost all functional requirements of hospitals, psychiatric clinics, rehabilitation and diagnostic centers within our own product families. Nexus AG employs around 2,030 people, owns sites in nine European countries and supports customers in further 71 countries, in some cases via certified dealers. Due to the continuously growing demand for Nexus products, we have been able to build up a large customer base in recent years and regularly achieve increasing sales and results. Further information on Nexus AG can be found at www.nexus-ehealth.com.

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