The Paris Court of Appeal confirms the conformity of Capgemini's
friendly tender offer for Altran
Press relations:Florence LièvreTel: +33 1 47 54 50
71florence.lievre@capgemini.com |
Press & Investor Relations:Stéphanie BiaTel:
+33 1 46 41 72 01stephanie.bia@altran.com |
Investor Relations:Vincent BiraudTel: +33 1 47 54
50 87vincent.biraud@capgemini.com |
|
The Paris Court of
Appeal confirms the conformity of Capgemini's friendly tender offer
for Altran
- Capgemini's takeover of Altran
is now effective
- A final reopening of the offer will take place from 16
to 27 March 2020 (inclusive)
Paris, March 13, 2020 - In a judgment dated
today, the Paris Court of Appeal dismissed the appeal filed against
the clearance decision issued by the French financial market
authority (Autorité des marchés financiers - AMF) in connection
with Capgemini’s friendly tender offer (Euronext Paris: CAP) for
the shares of Altran Technologies (Euronext Paris: ALT). The Court
of Appeal thus confirmed the validity of the offer with regard to
applicable laws and regulations and the validity of Altran's
response document.
The takeover of Altran by Capgemini, which currently holds
55.13% of the share capital and 55.06% of the voting rights of
Altran1, is now effective. The Group can now implement its strategy
to create a world leader in the digital transformation of
industrial companies, which it calls "Intelligent Industry".
Paul Hermelin, Chairman and Chief Executive Officer of the
Capgemini Group and Aiman Ezzat, the next Chief Executive Officer
of the Capgemini Group following the May 2020 Annual General
Meeting, are pleased and stated: "We are delighted with the
decision of the Court of Appeal. We welcome all of Altran's
employees in the Group. Together, we will build a world leader in
“Intelligent Industry” through our complementary technological
expertise and the strength of our business. A final stage of the
friendly tender offer will begin as soon as Monday with the
reopening of the offer for a period of 10 trading days. This
reopening is the last opportunity for Altran shareholders to
benefit from Capgemini's offer at a price of €14.5 per share, which
is a particularly attractive offer in the current market
conditions".
Dominique Cerutti, Chairman and Chief Executive Officer of the
Altran Group added: "Today’s decision is excellent news and we look
forward to working together with Capgemini's teams to create the
global leader in the “Intelligent Industry” addressing our clients'
needs for innovation and digital transformation. I would like to
sincerely thank all of our employees who have remained committed to
our clients throughout this tender offer process”.
In accordance with the commitments made by Capgemini2, the offer
will be reopened from 16 to 27 March 2020 (inclusive) on the same
financial terms, allowing shareholders who have not yet tendered
their shares to the offer to do so at a price of 14.50 euros per
Altran share.
Capgemini reiterates that it has also undertaken, for a period
of 18 months from January 14, 2020, not to file a new offer or
implement a merger on the basis of a price per Altran share higher
than the offer price3.
Altran's financial results will be consolidated in the
Capgemini Group's financial statements as from April 1, 2020. The
publication of results for the first half of 2020, which will be
the first consolidated publication, will take place at the
beginning of September 2020.
CAPGEMINI CALENDAR
- April 28, 2020
Publication of Q1 2020 revenues
- May 20, 2020
Combined Shareholders’ Meeting
- September 3, 2020 Publication of H1 2020
results
ALTRAN CALENDAR
- April 22, 2020
Publication of Q1 2020 revenues
- June 23, 2020
Combined Shareholders’ Meeting
- September 2, 2020 Publication of H1
2020 results
Capgemini's offer document and
Altran's response document, as approved by the AMF on October 14,
2019 under visa no. 19-489 and visa no. 19-490 respectively, as
well as documents relating to the other information of each
company, are available on the AMF website (www.amf-france.org), and
on the websites of Capgemini (www.capgemini.com/altran-en) or
Altran Technologies (www.altran.com). These documents can be
obtained free of charge from Capgemini (11 rue de Tilsitt, 75017
Paris, France) or Altran Technologies (96 avenue Charles de Gaulle,
92200 Neuilly-sur-Seine, France), depending on whether they relate
to Capgemini or Altran Technologies.
IMPORTANT INFORMATION
This press release is disseminated for
information purposes only and does not constitute an offer to
purchase, or a solicitation of an offer to sell, any securities of
Altran.
Investors and shareholders are strongly advised
to read the documentation relating to the tender offer, which
includes the terms and conditions of the offer, as well as any
amendments or supplements to those documents as they will contain
important information about Capgemini, Altran and the proposed
transaction.
This press release must not be published,
broadcast or distributed, directly or indirectly, in any country in
which the distribution of this information is subject to legal
restrictions. The tender offer will not be open to the public in
jurisdictions in which its launch is subject to legal
restrictions.
The publication, broadcasting or distribution of
this press release in certain countries may be subject to legal or
regulatory restrictions. Therefore, persons located in countries
where this press release is published, broadcasted or distributed
must inform themselves about and comply with such restrictions.
Capgemini disclaims any responsibility for any violation of such
restrictions.
About Capgemini
A global leader in consulting, technology
services and digital transformation, Capgemini is at the forefront
of innovation to address the entire breadth of clients’
opportunities in the evolving world of cloud, digital and
platforms. Building on its strong 50-year heritage and deep
industry-specific expertise, Capgemini enables organizations to
realize their business ambitions through an array of services from
strategy to operations. Capgemini is driven by the conviction that
the business value of technology comes from and through people. It
is a multicultural company of almost 220,000 team members in more
than 40 countries. The Group reported 2019 global revenues of
EUR 14.1 billion.Visit us at www.capgemini.com. People matter,
results count.
About Altran
Altran is the undisputed world leader in
engineering and R&D services. The Group offers its customers a
unique value proposition to meet their transformation and
innovation challenges. Altran supports its customers, from concept
to industrialization, to develop the products and services of
tomorrow. Altran has been working for more than 35 years with major
players in many sectors: Automotive, Aeronautics, Space, Defence
& Naval, Rail, Infrastructure & Transport, Industry &
Consumer Products, Life Sciences, Communications, Semiconductor
& Electronics, Software & Internet, Finance & Public
Sector. The acquisition of Aricent expands the Group's portfolio of
expertise in semiconductors, digital experience and design
innovation. Altran generated €3.2 billion in revenue in 2019, with
nearly 50,000 employees in more than 30 countries.
www.altran.com
1 Taking into account treasury shares and on the
basis of a share capital of Altran comprised of 257,021,105 shares
representing 257,351,451 voting rights as of February 28, 2020.
2 See AMF notice 219C2818 dated December 18, 2019.
3 See Capgemini Press Release date January 14,
2020.
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