Paris, October 15, 2019 – As from October 16, 2019, Altran Technologies shareholders (Euronext Paris: ALT) will be able to tender their shares to the friendly tender offer initiated by Capgemini (Euronext Paris: CAP).
A friendly offer, with a view to creating a world leader in the digital transformation of industrial and technology companies
The proposed combination, which was announced on June 24, 2019, will create a group with revenues of €17 billion[1] and over 265,000 employees. The new entity will leverage its unique positioning in the particularly promising “Intelligent Industry” segment.
The French financial market authority (Autorité des marchés financiers – AMF) issued its clearance to the public tender offer on October 14, 2019, and on the same day granted its visa to Capgemini’s offer document and Altran’s response document. The documents detailing the other information relating to the legal, financial, accounting and other characteristics of Capgemini and Altran have been filed with the AMF and were published on October 15, 2019 in accordance with Article 231-28 of the AMF General Regulation.
An offer recommended by Altran’s Board of Directors
On September 22, 2019, Altran’s Board of Directors considered that the friendly tender offer is in the interests of Altran, its shareholders and employees, and recommended that Altran’s shareholders tender their shares to the tender offer. This reasoned opinion (avis motivé) was issued inter alia after having reviewed the report of the independent expert, Finexsi, appointed in accordance with applicable regulations.
A price of 14 euros per share representing a premium of 33%
The offer price of €14 per share represents[2] a premium of 33% over Altran’s volume-weighted average share price over the three months preceding the announcement[3]. The independent expert noted that the price offered, €14 per share, shows a premium compared to all the valuation criteria used as the main criteria and therefore on “the full value of Altran, without integrating execution risks“. The expert thus considered this price to be fair from a financial point of view to Altran’s shareholders.
Timetable
The closing date of the offer will be set by the AMF after Capgemini will have obtained the merger control clearance from the European Commission[4].
Availability of documents relating to the offer
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.
Toll-free number for shareholders calling from France
A toll-free number is available to Altran’s shareholders calling from France (open Monday to Friday from 09:00am to 5:00pm CET): 0 800 07 02 04
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 Technologies.
Investors and shareholders are strongly advised to read the documentation relating to the tender offer, which contains the terms and conditions of the tender offer, as well as, as the case may be, any amendments and supplements to those documents as they will contain important information about Capgemini, Altran Technologies and the tender offer.
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 is not 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, broadcast or distributed must inform themselves about and comply with such restrictions. Capgemini and Altran Technologies disclaim 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 over 200,000 team members in more than 40 countries. The Group reported 2018 global revenues of EUR 13.2 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 €2.9 billion in revenue in 2018, with nearly 47,000 employees in more than 30 countries. www.altran.com
[1] Based on 2019 targets announced by each of the two groups.
[2] Adjusted for €0.24 dividend detached on June 27, 2019.
[3] Period ending on Monday, June 24, 2019 included, last day of trading before the announcement of the proposed offer made after closing of the market.
[4] This authorization is a condition precedent to the offer stipulated by Capgemini in accordance with Article 231-11 of the AMF General Regulation.