Not to be published, distributed or circulated
directly or indirectly in the United States, Canada, Australia or
Japan.
This press release is an advertisement and not
a prospectus within the meaning of Regulation (EU) 2017/1129.
Regulatory News:
Latécoère (Paris:LAT) (the “Company”), a tier 1 partner
to major international aircraft manufacturers, announces today the
success of its capital increase with preferential subscription
rights for an amount, issue premium included, of approximately
€222.4 million (the “Capital Increase”), after total
exercise of the extension clause.
Thierry Mootz, CEO of Latécoère declared: “We would like
to thank all of our shareholders who actively contributed to the
Capital Increase’s success. This Capital Increase will allow the
Company to strengthen its financial flexibility in order to address
the difficulties related to the Covid-19 crisis and accelerate its
transformation plan. Additionally, the Group is now in position to
seize external growth opportunities that will create value for its
clients and shareholders.”
RESULTS OF THE CAPITAL INCREASE
Following the subscription period which ended on July 28th,
2021, total demand amounted to approximately €244.4 million
(including the subscription on a reducible basis of Searchlight
Capital Partners), representing a subscription rate of 126.4%
before exercising the extension clause:
- 345,024,820 new shares have been subscribed on an irreducible
basis (“à titre irréductible”) representing approximately 91% of
the shares to be issued (before exercising the extension
clause);
- 134,275,122 new shares have been applied for on a reducible
basis (“à titre réductible”);
- The Company thus decided to exercise all of the extension
clause. Consequently, the extension clause will be allocated with
56,891,110 new shares.
The gross proceeds of the Capital Increase (issue premium
included) will thus amount to 222,444,242.82 euros, with the issue
of 436,165,182 new shares at a subscription price of €0.51 per
share.
IMPACT OF THE CAPITAL INCREASE ON THE ALLOCATION OF THE SHARE
CAPITAL
As a result of the Capital Increase, the Company’s share capital
will amount to €132,745,925 divided in 530,983,700 shares.
Searchlight Capital Partners (through the company SCP SKN
Holding I SAS), that committed, irrevocably, (i) to exercise all
its rights on an irreducible basis and subscribe to new shares for
a total amount of €126,925,125.96, representing approximately 65.6%
of the initial amount (excluding extension clause) of the Capital
Increase and (ii) to subscribe on a reducible basis to 130,401,276
new shares, will hold 400,244,882 shares after the Capital
Increase, representing 75.4 % of the Company’s share capital.
INDICATIVE TIMETABLE FOR THE CAPITAL INCREASE
The issue, settlement and delivery and start of trading of the
New Shares on the regulated market of Euronext Paris are expected
to take place on August 4th, 2021. The New Shares will immediately
entitle their holders to receive dividends declared by Latécoère as
from the date of issuance. They will be immediately fungible with
existing shares of the Company and will be traded on the same
trading line under the same ISIN code FR0000032278.
The Capital Increase was conducted by Société Générale acting as
Global Coordinator and Bookrunner.
LOCK-UP COMMITMENTS
The Company has agreed to a lock-up period starting on the date
of the approval by the French Autorité des Marchés Financiers (the
“AMF”) of the Prospectus relating to the Capital Increase
and expiring 90 calendar days following the settlement- delivery
date of the New Shares, subject to (i) the possibility to implement
the Reserved Capital Increase, as defined below and (ii) to certain
customary exceptions.
In the context of the authorisation granted by the French
Ministry of Economy and Finance pursuant to the foreign investment
regulations applicable in France, a potential reserved share
capital increase is contemplated, on the basis of the 29th
resolution of the Company's combined general shareholders' meeting
of May 21st, 2021, with a view to give access to at least 10% of
the share capital and voting rights of the Company to one or more
French investors selected with the prior approval of the French
State (the “Reserved Capital Increase”).
SCP SKN Holding I SAS has agreed to a lock-up period starting on
the date of the Prospectus approval and expiring 180 calendar days
following the settlement-delivery date of the New Shares, subject
to certain usual exceptions.
AVAILABILITY OF THE PROSPECTUS
The Prospectus approved by the AMF under number 21-317 on July
13th, 2021 and comprised of (i) Latécoère’s 2020 universal
registration document filed with the AMF on April 22nd, 2021 under
number D.21-0337 (the “Universal Registration Document” or
“URD”) , (ii) an amendment to the URD filed with the AMF on
July 13th, 2021 (the “Amendment to the URD”), (iii) the
securities note dated July 13th, 2021 (the “Securities
Note”) and (iv) the summary of the Prospectus (included in the
Securities Note) is available on the websites of the AMF
(www.amf-france.org) and the Company (www.latecoere.aero). Copies
of the Prospectus are available free of charge at the Company’s
registered office (135, rue de Périole, 31500 Toulouse).
RISK FACTORS
Investors’ attention is drawn to the risk factors relating to
Latécoère included in chapter 2 “Risk Factors and Internal Control”
of the URD as updated in chapter 2 "Risk Factors" of the Amendment
to the URD and the risk factors relating to the transaction and the
securities included in chapter 2 “Risk Factors” of the Securities
Note.
Disclaimer
This press release does not constitute an offer to sell nor a
solicitation of an offer to buy, nor shall there be any sale of
ordinary shares in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
The distribution of this document may, in certain jurisdictions,
be restricted by local legislations. Persons into whose possession
this document comes are required to inform themselves about and to
observe any such potential local restrictions.
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 14 June 2017 (as amended, the
“Prospectus Regulation”). Potential investors are advised to
read the prospectus before making an investment decision in order
to fully understand the potential risks and rewards associated with
the decision to invest in the securities. The approval of the
prospectus by the AMF should not be understood as an endorsement of
the securities offered or admitted to trading on a regulated
market.
With respect to the member states of the European Economic Area
(other than France) and the United Kingdom (each a “Relevant
State”), no action has been undertaken or will be undertaken to
make an offer to the public of the securities referred to herein
requiring a publication of a prospectus in any Relevant State. As a
result, the securities may and will be offered in any Relevant
State only (i) to qualified investors within the meaning of the
Prospectus Regulation, for any investor in a Member State of the
European Economic Area, or Regulation (EU) 2017/1129 as part of
national law under the European Union (Withdrawal) Act 2018 (the
“UK Prospectus Regulation”), for any investor in the United
Kingdom, (ii) to fewer than 150 individuals or legal entities
(other than qualified investors as defined in the Prospectus
Regulation or the UK Prospectus Regulation, as the case may be), or
(iii) in accordance with the exemptions set forth in Article 1 (4)
of the Prospectus Regulation or under any other circumstances which
do not require the publication by Latécoère of a prospectus
pursuant to Article 3 of the Prospectus Regulation, of the UK
Prospectus Regulation and/or to applicable regulations of that
Relevant State.
The distribution of this press release has not been made, and
has not been approved, by an “authorised person” within the meaning
of Article 21(1) of the Financial Services and Markets Act 2000. As
a consequence, this press release is only being distributed to, and
is only directed at, persons in the United Kingdom that (i) are
“investment professionals” falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (as amended, the “Order”), (ii) are persons falling within
Article 49(2)(a) to (d) (“high net worth companies, unincorporated
associations, etc.”) of the Order, or (iii) are persons to whom an
invitation or inducement to engage in investment activity (within
the meaning of Article 21 of the Financial Services and Markets Act
2000) in connection with the issue or sale of any securities may
otherwise lawfully be communicated or caused to be communicated
(all such persons together being referred to as “Relevant
Persons”). Any investment or investment activity to which this
document relates is available only to Relevant Persons and will be
engaged in only with Relevant Persons. Any person who is not a
Relevant Person should not act or rely on this document or any of
its contents.
This press release may not be published, distributed or
transmitted in the United States (including its territories and
dependencies).This press release does not constitute or form part
of any offer of securities for sale or any solicitation to purchase
or to subscribe for securities or any solicitation of sale of
securities in the United States. The securities referred to herein
have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the “Securities Act”) or the law of
any State or other jurisdiction of the United States, and may not
be offered or sold in the United States absent registration under
the Securities Act or pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act.
Latecoère does not intend to register all or any portion of the
securities in the United States under the Securities Act or to
conduct a public offering of the securities in the United
States.
This announcement may not be published, forwarded or
distributed, directly or indirectly, in the United States, Canada,
Australia or Japan.
___________________________________________________________________________
About Latécoère
As a "Tier 1" international partner of the world's major
aircraft manufacturers (Airbus, Boeing, Bombardier, Dassault,
Embraer and Mitsubishi Aircraft), Latécoère is active in all
segments of the aeronautics industry (commercial, regional,
business and military aircraft), in two areas of activity:
- Aerostructures (55% of turnover): fuselage sections and
doors,
- Interconnection Systems (45% of turnover): wiring, electrical
furniture and on-board equipment.
As of December 31, 2020, the Group employed 4,172 people in 13
different countries. Latécoère, a French limited company
capitalised at € 23,704,629.50 divided into 94,818,518 shares with
a par value of €0.25, is listed on Euronext Paris - Compartment B,
ISIN Codes: FR0000032278 - Reuters: LAEP.PA - Bloomberg:
LAT.FP.
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version on businesswire.com: https://www.businesswire.com/news/home/20210801005048/en/
Taddeo Antoine Denry / Investor Relations +33 (0)6 18 07
83 27
Pierre-Jean Le Mauff / Media Relations +33 (0)7 77 78 58 67
teamlatecoere@taddeo.fr
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