FIMALAC : Implementation of the squeeze -out regarding company shares
July 10 2017 - 4:29AM
This press release is not an offer of
securities nor any form of solicitation in the United States or in
any other jurisdiction
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IMPLEMENTATION OF
THE SQUEEZE-OUT
REGARDING
FIMALAC'S SHARES
This press
release is established and published by Groupe Marc de Lacharrière
("GML") in accordance with the provisions of
Articles 237-16, III of the general regulation of the Autorité
des marchés financiers (the French financial
markets authority, the "AMF") and its
instruction No. 2006-07 relating to public takeover bids.
Paris, July 10,
2017 - At the end of the simplified public tender offer on the
shares of F. Marc de Lacharrière (Fimalac), the draft of which
had been filed with the AMF on May 30, 2017, open from June 22 to
July 5, 2017 included (the "Offer"), GML holds
directly or in concert 97.06% of the capital and 96.78% of the
voting rights of Fimalac (based on the total number of shares and
theoretical voting rights of Fimalac as of July 5, 2017).
The AMF notice of results
published on July 6, 2017 (D&I No. 217C1486) is available on
the website of the AMF (www.amf-france.org).
The conditions set out in Articles
L. 433-4 III of the French code monétaire et
financier and Article 237-14 of the AMF's general regulation
for the implementation of a squeeze-out being satisfied, GML, as
announced in the information document relating to its Offer (visa
No. 17-287 dated June 20, 2017), requested from the AMF the
implementation of the squeeze-out regarding Fimalac's shares not
held directly, in concert or by way of assimilation by GML.
The AMF indicated in its notice
dated July 7, 2017 (D&I No. 217C1510) that the squeeze-out
regarding the 681,731 relevant shares will be carried out on July
17, 2017, date on which Fimalac's shares will be delisted from
Euronext Paris and transferred (regardless of their shareholder's
country of residence) to GML in return for compensation to their
holders. The compensation price for the squeeze-out shall be equal
to the Offer price, i.e., a payment in cash of
Euros 131 (net of any costs) per Fimalac share.
The amount of the compensation
will be transferred by GML on a blocked account opened for that
purpose with CACEIS Corporate Trust (Affiliate 23), 14, rues Rouget
de Lisle, 92862 Issy Les Moulineaux Cedex, acting as centralization
agent for the cash compensation operations, to which account holder
financial intermediaries shall request the compensation
corresponding to their clients' assets.
The funds will be held by CACEIS
Corporate Trust for ten years starting on the date of
implementation of the squeeze-out and will be transferred to the
Caisse des Dépôts et Consignations upon expiry
of this period. These funds will be made available to beneficiaries
subject to a thirty-year statute of limitations period, after which
the funds will be allocated to the French State.
In accordance with the provisions
of Article 237-17 of the AMF's general regulation, GML will publish
this notice informing the public about the squeeze-out in a
newspaper empowered to publish legal notices in the area in which
Fimalac's registered office is located.
GML's information
document, reviewed by the AMF, and the information document
relating to the characteristics, including legal, financial and
accounting, of GML are available on the websites of Fimalac
(www.fimalac.com) and of the AMF
(www.amf-france.org), and can be obtained free
of charge from:
- Groupe Marc de Lacharrière, 97, rue de Lille, 75007 Paris
and at the registered office ;
- BNP Paribas, 4, rue d'Antin, 75002 Paris ;
- Crédit Agricole Corporate and Investment Bank, 12, place
des Etats-Unis - 92120 Montrouge ; and
- Société Générale, CORI/COR/FRA, 75886 Paris cedex
18.
Fimalac's
document in response, reviewed by the AMF, and the information
document relating to the characteristics, including legal,
financial and accounting, of Fimalac are available on the websites
of Fimalac (www.fimalac.com) and of the AMF
(www.amf-france.org), and can be obtained free
of charge from Fimalac (97, rue de Lille, 75007 Paris).
Communication and
Investor Relations:
Robert GIMENEZ, +33 1 47 53 61 73
Jacques TOUPAS, +33 1 47 53 61 53
This press release was prepared for
informational purpose only. It is not an offer to the public and it
is not for distribution in any country other than France, except
where such distribution is permitted by applicable
law.
The distribution of this press
release, the Offer and its acceptance may be subject to specific
regulations or restrictions in certain countries. The Offer is not
made to persons subject to such restrictions, either directly or
indirectly, and may not be accepted in any way from a country where
the Offer would be subject to such restrictions. Consequently,
persons in possession of this press release shall inquire about
potential applicable local restrictions and comply with them. GML
disclaims all liability in the event of any breach of the
applicable legal restrictions by any person. |
COMROEN
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announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: FIMALAC via Globenewswire