Bolloré : Roposed Simplified Cash Tender Offer Of Bollore Se On Its Own Shares
BOLLORÉ
PRESS RELEASE
March 14, 2023
PROPOSED SIMPLIFIED CASH TENDER OFFER OF BOLLORE SE
ON ITS OWN SHARES
Bolloré SE announces its intention to launch a simplified cash tender offer on its own shares (the “Offer”).
This Offer would be carried out pursuant to the share buyback program authorized by the general shareholders’ meeting of Bolloré SE held on May 25, 2022. It would aim at acquiring a maximum of 288,607,076 Bolloré SE shares representing 9.78% of its share capital1; should such limit be exceeded, orders would be prorated based on the total number of shares tendered to the Offer.
The contemplated price for such Offer is EUR 5.75 per Bolloré SE share (including the 2022 dividend2).
In this context, the Board of directors of Bolloré SE decided to institute an ad hoc committee of independent directors3 in order to recommend the appointment and supervise the work of an independent expert in charge of assessing the fairness of the price in accordance with Article 261-1, I, 3° of the general regulation of the AMF.
The appointed expert is A2EF, represented by Mrs. Sonia Bonnet-Bernard (address: 60 rue de Longchamp – 92200 Neuilly sur Seine / Email : contact@a2ef.fr).
Compagnie de l’Odet, which holds 66.83% of the share capital and 76.72% of the theoretical voting rights of Bolloré SE, indicated that it does not intend to participate in such Offer if it were implemented, in order to leave the full benefit of the Offer to the other Bolloré SE shareholders.
The Offer would be implemented through the simplified procedure regime set forth in Articles 233-1 et seq. of the general regulation of the AMF for a minimal period of 10 trading days.
The Board of directors will take its decision on the Offer, and if need be will issue its reasoned opinion in light of A2EF’s fairness opinion, in the course of April 2023.
1 On the basis of a total number of 2,950,389,374 shares as at February 28, 2023.
2 The shareholders’ general meeting of Bolloré SE will be called upon to vote, on May 2023, the distribution of an additional 2022 dividend of EUR 0.04 per share, which should be detached on June 20, 2023 and paid on June 22, 2023.
3 Mrs. Sophie Johanna Kloosterman, Mr. Alexandre Picciotto and Mr. François Thomazeau.
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