ETABLISSEMENTS FAUVET GIREL (the ” Company “) hereby informs its shareholders that STE PARISIENNE DE CONSTRUCTION ET DE LOCATION (SPACLO), holding 91.47% of the Company’s capital, and seven individuals, jointly holding 5.22% of the capital, have entered into a share purchase and sale agreement under the terms of which the transferors have sold their respective shareholdings to ADVANCED BIOLOGICAL LABORATORIES S.A. (” ABL SA “)
The sale of all shares held by the sellers, i.e., 242,527 shares out of a total of 250,810 shares, representing 96.69% of the Company’s capital and voting rights, was carried out today for a price of 15.90 euros[1] per share, resulting in a value of €3,986,890for 100% of the shares of ETABLISSEMENTS FAUVET GIREL
In accordance with current regulations, in particular Articles L. 433-3 of the French Monetary and Financial Code and 233-1 2° and 234-2 of the General Regulations of the Autorité des marchés financiers (AMF), ABL SA will file a proposed public tender offer (the ” Offer “) with the AMF at a price of 15.90 euros per share, for all the shares making up the capital of ETABLISSEMENTS FAUVET GIREL that are not held by ABL SA (i.e., 8,189 shares)[2]. The Offer will be made on behalf of the Initiator by Banque Delubac & Cie.
An independent expert will be appointed by the Company to assess the fairness of the financial terms of the Offer in accordance with current regulations. An ad hoc committee will be set up shortly for the purpose of appointing the independent expert and monitoring the latter’s work in accordance with the provisions of Article 261-1 of the General Regulation.
The Offer will not be followed by a compulsory withdrawal procedure as ABL SA intends to maintain the listing of the Company’s shares for the reasons set out below.