Wentronic Holding GmbH entered into a bid implementation agreement to acquire 83% stake in Cellnet Group Limited (ASX:CLT) from CVC Limited (ASX:CVC) and other shareholders for AUD 12.2 million on November 11, 2016. Under the terms, Wentronic Holding GmbH will make a conditional proportional off market takeover bid for 83% shares in Cellnet at AUD 0.28 per share. Each Shareholder can only sell 83% of their shares, not more not less. The consideration will be funded by loan of AUD 9.4 million from Volksbank eG Braunschweig Wolfsburg and the balance will be provided out of Wentronic's cash reserves. Cellnet agreed to reimburse Wentronic's costs upto a maximum of AUD 0.15 million in cases the agreement is terminated by Cellnet. Upon Wentronic satisfying the condition for minimum acceptance of 50.1% stake, the current Cellnet Directors will resign and Wentronic proposes to nominate Michael Wendt, Brian Danos, Kevin Gilmore, Alan Sparks and Michael Reddie to the Cellnet Board. The offer period will close on December 21, 2016.

The transaction is subject to minimum acceptance of 50.1% of the shareholders and other customary conditions. Cellnet's Directors unanimously recommend the shareholders to accept the bid in the absence of a superior proposal and subject to the independent expert, Lonergan Edwards & Associates concluding that the offer is either fair and reasonable or not fair but reasonable. Independetn expert believe offer is fair and reasonable. Wentronic intends to maintain listing of Cellnet. Allunga Advisory acted as a financial advisor and Thomson Geer Lawyers acted as a legal advisor to Cellnet Group and Michael Truelove of Reddie Lawyer acted as a legal advisor to Wentronic. Link Market Services Limited acted as registrar for Wentronic Holding.

Wentronic Holding GmbH completed the acquisition of 66.9% stake in Cellnet Group Limited (ASX:CLT) from CVC Limited (ASX:CVC) and other shareholders for total consideration of AUD 9.8 million on December 21, 2018. Wentronic Holding GmbH acquired 34.99 million shares under the offer. CVC Limited sold 25.21 million shares in Cellnet Group Limited for AUD 7.06 million. Prior to the transaction, CVC Limited held 30.37 million shares in Cellnet Group Limited. Post completion, CVC Limited held 5.16 million shares representing 9.87% stake of Cellnet Group Limited.