Simplified Tender Offer 2017

The company SiegCo, which jointly held a 91.40%* stake with the Verlinvest Group, filed on January 3rd, 2017 with the French Market Authority, through its presenting bank Oddo & Cie, a draft simplified public offer (the “Offer”) on Valtech's shares, at a price of € 12.50 per share.

On January 9th, 2017, Valtech’s Board of Directors issued, unanimously, a positive recommendation on the Offer, considering that the Offer is compliant with the interests of the Company, its shareholders and its employees. The Board of Directors recommended notably to the shareholders to tender their shares to the Offer. 

Valtech has then filed with the French market authority, on January 10th, 2017, its draft reply document (“Projet de note en réponse”), which includes both the report issued by the independent appraiser and the favourable opinion of the Board of Directors.

This Offer opens the possibility for SiegCo to implement the "compulsory transfer to an existing shareholder" procedure provided for in Article 75 of the Company’s Articles of Association in accordance with the Companies Act of 2006.

In compliance with the provisions of this article, a shareholder holding at least 80% of the capital of the Company at the end of a public offer has the option of requesting the Company to issue a notice of sale of the remaining shares ("Remainder Sale Notice"), pursuant to which minority shareholders who have not tendered their shares to the public offer will have to sell them to the majority shareholder at the same price as the public offer.

For more detailed information, please refer to the documents below and notably the “Projet de note en réponse”

 

* Since the filing of the draft Offer, Siegco has purchased 598,760 Valtech shares and holds, with Verlinvest, 93.65% of Valtech’s share capital and voting rights as of January 10th, 2017.

 

 

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