Delisting of GrandVision on 10 January 2022
- Settlement of the Offer took place on 8 December 2021
- Post-Acceptance Period will end on 20 December 2021
- The last trading date of the Shares on Euronext Amsterdam will be on 7 January 2022 and listing and trading of the Shares will terminate as of 10 January 2022
- The Offeror will initiate statutory buy-out proceedings in order to obtain 100% of the Shares
Charenton-le-Pont, France and Schiphol, the Netherlands (13 December 2021 – 6 pm CET) – EssilorLuxottica S.A. (the “Offeror”) and GrandVision N.V. (“GrandVision”) jointly announce that, considering that the Offeror holds more than 95% of the issued and outstanding shares in GrandVision (the “Shares”), Euronext approved the delisting of the Shares from Euronext Amsterdam.
In consultation with Euronext, it has been decided that delisting will take place on 10 January 2022 and the last trading day of the Shares will therefore be 7 January 2022. Reference is made to Section 5.11.2 (Liquidity, delisting of the Shares and post-closing steps) of the Offeror’s offer memorandum dated 7 October 2021 (“Offer Memorandum”).
Terms not defined in this press release will have the meaning as set out in the Offer Memorandum.
The Post-Acceptance Period (na-aanmeldingstermijn) started on 7 December 2021, at 09:00 hours CET and will end on 20 December 2021 at 17:40 hours CET.
The Offeror will publicly announce the results of the Post-Acceptance Period and the total amount and total percentage of Shares held by it in accordance with Section 17 paragraph 4 of the Decree no later than on the third Business Day following the last day of the Post-Acceptance Period.
The Offeror will continue to accept the transfer (levering) of all Tendered Shares during the Post-Acceptance Period and will pay the Offer Price for each Tendered Share that has been transferred (geleverd) to the Offeror promptly, but in any event within five Business Days following the date on which the relevant Shareholder transferred (geleverd) its Shares to the Offeror.
During the Post-Acceptance Period, Shareholders have no right to withdraw Tendered Shares from the Offer, regardless of whether the Shares have been tendered either during the Acceptance Period or the Post-Acceptance Period.
As the Offeror has acquired more than 95% of the Shares, the Offeror intends to initiate, as soon as possible, the Buy-Out. Reference is made to Section 5.11.4 (Buy-out proceedings) of the Offer Memorandum.
Further implications for non-tendering Shareholders
Remaining Shareholders who do not wish to tender their Shares in the Post-Acceptance Period should carefully review the sections of the Offer Memorandum that further explain the intentions of the Offeror, such as (but not limited to) Section 5.11 (Consequences of the Offer for non-tendering Shareholders), which describes certain implications to which such Shareholders may become subject with their continued shareholding in GrandVision.
Any announcement contemplated by the Offer Memorandum will be issued by press release.
Offer Memorandum, Position Statement and further information
This announcement contains selected, condensed information regarding the Offer and does not replace the Offer Memorandum and/or Position Statement. The information in this announcement is not complete and additional information is contained in the Offer Memorandum and Position Statement.
Digital copies of the Offer Memorandum are available on the website of the Offeror (www.essilorluxottica.com) and digital copies of the Offer Memorandum and Position Statement are available on the website of GrandVision (www.grandvision.com). Such websites do not constitute part of, and are not incorporated by reference into, the Offer Memorandum.
Copies of the Offer Memorandum and the Position Statement are also available free of charge from GrandVision and the Exchange Agent.
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