First Berlin Equity Research has published a research update on PSI SE (ISIN: DE000A0Z1JH9). Analyst Simon Scholes recommends investors accept the €45 per share offer from Warburg Pincus.

Abstract
Q3/25 order intake, sales and adjusted EBIT were all above our forecasts. This was mainly because of better sales and EBIT than we had expected at the Grid & Energy Management segment and higher profitability than we had modelled at the Process Industries & Metals segment. Management continues to guide towards an increase in group new orders and revenues of 10% for the full year and an adjusted EBIT margin of 4%. Warburg Pincus, shareholders acting with Warburg Pincus, and E.ON now have a 53.4% stake in PSI. The minimum acceptance threshold for the €45 per share Warburg Pincus takeover (50% plus one share) has thus been exceeded and the offer can now proceed. The transaction is expected to close in H1 next year subject to approvals from the competition authorities in the countries in which PSI is active. Warburg Pincus intends to make a delisting offer following completion of the transaction. For a delisting offer, the minimum consideration must be at least the higher of two prices: the six-month volume-weighted average price (VWAP) prior to the offer’s announcement, or the highest price paid by the bidder in the six months prior to the offer document’s publication. Warburg Pincus also intends to make a compulsory squeeze-out if it acquires the necessary 95% of PSI. A squeeze-out will take place against the background of reduced liquidity and transparency (the listing will no longer be Prime Standard). We think the probability of a significant premium to the current offer is low – especially if a squeeze-out offer is made within a few months of the delisting offer. In our view shareholders would be well advised to accept the €45 per share Warburg Pincus offer which represents premia to undisturbed 3-month and 6-month VWAP prior to the bid of 63% and 57% respectively.