Bouygues announces the successful placement of Alstom shares
Press release - Paris, 29/09/2020
Bouygues announces the successful placement of Alstom
shares
Not for distribution, directly or indirectly, in the United
States, Canada, Australia or Japan
Bouygues S.A. (“Bouygues”)
announces the successful placement of 11,000,000 shares in Alstom
S.A. (“Alstom”) representing approximately 4.8% of
its share capital.
Bouygues has entered into a forward sale
transaction (the “Forward Sale Transaction”) with
BNP Paribas, which settlement will occur on November 3rd, 2020.
Upon physical settlement of the Forward Sale
Transaction, Bouygues will retain a stake of approximately 9.7% of
Alstom share capital. Until the physical settlement of the Forward
Sale Transaction, Bouygues retains the full ownership of its 32.9
million shares and associated 65.9 million voting rights in order
to vote in favour of the contemplated acquisition of Bombardier
Transportation at the upcoming extraordinary shareholders’ meeting
on October 29th, 2020. Bouygues reiterates its confidence in
Alstom’s management team and its strategy.
In order to hedge the Forward Sale Transaction,
BNP Paribas has conducted an accelerated bookbuilt offering to
qualified investors (the “Offering” and together
with the Forward Sale Transaction, the
“Transaction”) for an equivalent number of shares
under the Forward Sale Transaction, which priced at €42 per share.
The Offering price will be used as a reference price for the
Forward Sale Transaction. Settlement of the Offering will occur at
the latest on October 2nd, 2020.
This Transaction will provide Bouygues with
increased financial flexibility.
Bouygues has agreed to enter into a lock-up
undertaking on its shareholding in Alstom of 90 days post the
Offering settlement, subject to customary exceptions.
Alstom shares are listed on the regulated market
of Euronext in Paris (ISIN code: FR0010220475).
BNP Paribas has acted as sole global
coordinator.
Rothschild & Co and Perella Weinberg
Partners have acted as financial advisers to Bouygues.
Not for distribution, directly or indirectly, in the United
States, Canada, Australia or Japan
DISCLAIMER
- The Transaction was considered by Bouygues SA, before its
disclosure, as inside information within the meaning of the
applicable regulations (Article 7.1 of EU Regulation 596/2014,
April 16, 2014).
Responsible for notification: Arnauld van
Eeckhout, General Counsel.
This press release does not constitute an offer
to sell securities, and the sale of securities does not constitute
a public offer other than the one to qualified investors only,
including in France.
No communication and no information in respect
of the sale by Bouygues of Alstom shares may be distributed to the
public in any jurisdiction where a registration or approval is
required. No steps have been or will be taken in any jurisdiction
where such steps would be required. The offer or sale of the Alstom
shares on behalf of Bouygues may be subject to specific legal or
regulatory restrictions in certain jurisdictions. Bouygues, its
shareholders and its affiliates take no responsibility for any
violation of any such restrictions by any person.
This press release is an advertisement and not a
prospectus within the meaning of Regulation (EU) 2017/1129 of the
European Parliament and of the Council of June 14, 2017 (the
“Prospectus Regulation”).
This press release and the information contained
herein do not, and shall not, constitute an offer to sell or to
subscribe, nor a solicitation to offer to purchase or to subscribe
securities in any jurisdiction.
In France, the offer and sale of the Alstom
shares will be carried out through an offer to the benefit of
qualified investors, as defined in Article 2(1)(e) of the
Prospectus Regulation and in accordance with article L.411-2, 1° of
the French Monetary and Financial Code and other applicable laws
and regulations. There will be no public offering in France.
With respect to the member states of the
European Economic Area (the "Member States"), other than France, no
action has been or will be taken in order to permit a public offer
of the securities which would require the publication of a
prospectus in one of such Member States. In Member States, this
press release and any offer if made subsequently are directed
exclusively at persons who are “qualified investors” and acting for
their own account within the meaning of the Prospectus
Regulation.
In the United Kingdom, this press release is not
an invitation nor an inducement to engage in investment activity
for the purpose of Section 21 of the Financial Services and Markets
Act 2000, as amended (FSMA). This press release is directed only at
(i) persons outside the United Kingdom, (ii) investment
professionals falling within Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (the
Order), (iii) persons referred to in Article 49(2) (a) to (d) of
the Order (high net worth entities, non-registered associations,
etc.) and (iv) other persons to whom this document may be lawfully
communicated (all persons listed in (i), (ii), (iii) and (iv) above
being referred to as Relevant Persons). The securities of Alstom
described herein are available only to, and any invitation, offer
or agreement to subscribe, purchase or otherwise acquire such
securities will be engaged in only with Relevant Persons. Any
person who is not a Relevant Person must not act or rely on this
document or any of its contents.
This press release does not constitute or form a
part of any offer or solicitation to purchase or subscribe for
securities in the United States. Securities may not be
offered or sold in the United States unless they are registered
under the U.S. Securities Act of 1933, as amended (the “Securities
Act”), or exempt from registration. The shares of Alstom have
not been and are not being registered under the Securities Act and
neither Bouygues, nor any of its shareholders or its affiliates
intend to register any portion of the proposed offering in the
United States or to conduct a public offering of securities in the
United States.
Any investment decision to buy shares in Alstom
must be made solely on the basis of publicly available information
regarding Alstom. Such information is not the responsibility
of Bouygues or BNP Paribas and has not been independently verified
by Bouygues or BNP Paribas.
BNP Paribas is acting for Bouygues and no one
else in connection with the placing and will not be responsible to
anyone other than Bouygues for providing the protections afforded
to clients of BNP Paribas nor for providing advice in connection
with the placing.
This press release may not be published,
forwarded or distributed, directly or indirectly, in the United
States, Canada, Australia or Japan.
ABOUT BOUYGUES
Bouygues is a diversified services group with a
strong corporate culture whose businesses are organised around
three sectors of activity: Construction, with Bouygues Construction
(building & civil works and energies & services),
Bouygues Immobilier (property development) and Colas (roads);
Telecoms, with Bouygues Telecom, and Media, with TF1.
CONTACT PRESSE
presse@bouygues.com • Tél.: +33 (0)1 44 20 12 01
CONTACT INVESTISSEURS
investors@bouygues.com • Tel: +33 (0)1 44 20 10 79
BOUYGUES SA • 32 avenue Hoche •
75378 Paris CEDEX 08 •
- PR Bouygues announces the successful placement of Alstom
shares
Bouygues (EU:EN)
Historical Stock Chart
From Mar 2024 to Apr 2024
Bouygues (EU:EN)
Historical Stock Chart
From Apr 2023 to Apr 2024