Business Wire

Simplified Cash Tender Offer for Euler Hermes Shares

Jaa

The Supervisory Board of Euler Hermes convened on November 26, 2017 to review the simplified cash tender offer (the "Offer") that Allianz, the controlling shareholder, intends to file at a price of 122 euros per Euler Hermes share.

During the meeting, the Supervisory Board welcomed the principle of such an offer by Allianz.

It was already noted that:

  • the price proposed by Allianz would offer a liquidity to the minority shareholders under terms implying a premium of 20.7% over Euler Hermes’ last closing price1, and of 22.9%, 22.2% and 30.8% over the three, six and twelve-month average share prices2 , and exceeds the price objectives of analysts covering the company;
  • Allianz already secured the purchase of 11.34% of Euler Hermes share capital at the same price of 122 euros per Euler Hermes share through share purchase agreements concluded on November 24, 2017;
  • the Offer would not impact the composition of the Supervisory Board of Euler Hermes, nor its strategy and operating model beyond ordinary course of business.

The Supervisory Board of Euler Hermes decided, by a unanimous vote of its independent members, to appoint Finexsi, represented by Olivier Péronnet, as independent expert in order to prepare a report regarding the financial terms of the Offer and the squeeze-out as the case may be pursuant to Articles 261-1 et seq. of the General Regulations of the Autorité des marchés financiers (AMF).

Furthermore, the Supervisory Board decided to set up an ad-hoc committee made up of three independent members of the Supervisory Board. The mission of this sub-committee will consist in monitoring the independent expert's mission and issuing a recommendation to the Supervisory Board regarding the Offer.

In accordance with applicable regulations, the Supervisory Board will meet again to deliver a formal opinion (“avis motivé”) regarding the Offer after having reviewed the independent expert's report and the recommendation issued by the ad-hoc committee. Such formal opinion could be issued in the last days of December 2017.

Euler Hermes will hold a telephone conference regarding the Offer for analysts today at 10 am Paris time.

Disclaimer:

This press release is not an offer to purchase securities. The offer will be made only pursuant to the offer documentation which will contain the full terms and conditions of the offer. The offer documentation will be subject to review by the AMF and the offer will only be opened once the AMF has granted its clearance. Any decision in respect of the offer should be made only on the basis of the information contained in such offer documentation.

This press release was prepared for informational purpose only. The diffusion of this press release, the offer and its acceptance may be subject to specific regulations or restrictions in certain countries. The offer is not made for persons subject to such restrictions, neither directly nor indirectly, and may not be accepted in any way from a country where the offer would be subject to such restrictions. Consequently, persons in possession of this press release shall inquire about potential applicable local restrictions and comply with them.

Euler Hermes excludes all liability in the event of any breach of the applicable legal restrictions by any person.

Euler Hermes is the global leader in trade credit insurance and a recognized specialist in the areas of bonding, guarantees and collections. With more than 100 years of experience, the company offers business-to-business (B2B) clients financial services to support cash and trade receivables management. Its proprietary intelligence network tracks and analyzes daily changes in corporate solvency among small, medium and multinational companies active in markets representing 92% of global GDP. Headquartered in Paris, the company is present in over 50 countries with 5,800+ employees. Euler Hermes is a subsidiary of Allianz, listed on Euronext Paris (ELE.PA) and rated AA- by Standard & Poor’s and Dagong Europe. The company posted a consolidated turnover of €2.6 billion in 2016 and insured global business transactions for €883 billion in exposure at the end of 2016. Further information: www.eulerhermes.com, LinkedIn or Twitter @eulerhermes.

Cautionary note regarding forward-looking statements: The statements contained herein may include statements of future expectations and other forward-looking statements that are based on management’s current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. In addition to statements which are forward-looking by reason of context, the words "may", "will", "should", "expects", "plans", "intends", "anticipates", "believes", "estimates", "predicts", "potential", or "continue" and similar expressions identify forward-looking statements. Actual results, performance or events may differ materially from those in such statements due to, without limitation, (i) general economic conditions, including in particular economic conditions in the Euler Hermes Group’s core business and core markets, (ii) performance of financial markets, including emerging markets, and including market volatility, liquidity and credit events (iii) the frequency and severity of insured loss events, including from natural catastrophes and including the development of loss expenses, (iv) persistency levels, (v) the extent of credit defaults, (vi) interest rate levels, (vii) currency exchange rates including the Euro/U.S. Dollar exchange rate, (viii) changing levels of competition, (ix) changes in laws and regulations, including monetary convergence and the European Monetary Union, (x) changes in the policies of central banks and/or foreign governments, (xi) the impact of acquisitions, including related integration issues, (xii) reorganization measures, and (xiii) general competitive factors, in each case on a local, regional, national and/or global basis. Many of these factors may be more likely to occur, or more pronounced, as a result of terrorist activities and their consequences. The company assumes no obligation to update any forward-looking statement

1 Closing market price of Euler Hermes share on November 24, 2017.

2 Premium over the volume weighted average share price of Euler Hermes.

Contact information

Media:
Publicis Consultants
Romain Sulpice, +33 (0)1 44 82 46 21
romain.sulpice@mslfrance.com
or
Euler Hermes Group
Jean-Baptiste Mounier, +33 (0) 7 89 20 34 97
jean-baptiste.mounier@eulerhermes.com

Tietoja julkaisijasta

For more than 50 years, Business Wire has been the global leader in press release distribution and regulatory disclosure.

Tilaa tiedotteet sähköpostiisi

Haluatko tietää asioista ensimmäisten joukossa? Kun tilaat mediatiedotteemme, saat ne sähköpostiisi välittömästi julkaisuhetkellä. Tilauksen voit halutessasi perua milloin tahansa.

Lue lisää julkaisijalta Business Wire

ISAE-SUPAERO Launches a New MOOC in the Field of Space and Aeronautics18.1.2019 11:00Tiedote

ISAE-SUPAERO, the world leader in aerospace engineering training has launched a new MOOC for the start of 2019: "DynaMOOC". “DynaMOOC”: understand and apply the fundamentals of structural dynamics The basic architecture of aerospace structures is generally founded on static criteria. The modern approach consists of integrating the dynamics not to certification but also to the fundamental design and specification of aerospace structures and light structures. Thus, all areas which involve structural works are affected: aircraft, vehicles, naval engineering and civil engineering. In-depth knowledge of the fundamentals of dynamics offers a new perspective on the classification and behavior of all mechanical systems. This MOOC goes back to the basics of solid dynamics applied to structural analysis. This four-week course is aimed at undergraduate students in mechanical or physical engineering who would like to comprehend the transition from statics to dynamics, as well as to structural engi

Ipsen: Patients Living with Spasticity Want Long-lasting Symptom Relief18.1.2019 09:30Tiedote

Regulatory News: This press release features multimedia. View the full release here: https://www.businesswire.com/news/home/20190117005697/en/ Carenity Infographic Ipsen (Euronext: IPN; ADR: IPSEY) today presents at TOXINS, results from an international survey revealing the hidden burden of spasticity and the need for longer periods of symptomatic relief1. Affecting 12 million people around the world2, spasticity is one of the most common and disabling conditions associated with neurological diseases in adults (stroke, traumatic brain, etc.) and characterised by an abnormal increase in muscle tone or stiffness3. A survey of 615 respondents from 6 participating countries confirms that spasticity has a profound impact on ability to perform everyday tasks, including the ability to carry items, walk, and drive and reduces independence overall. The survey1 also found that spasticity affects the ability to work (22% of patients surveyed did not work) and impacts sex life as well as self-este

A Better Way to Earn Interest on Digital Assets18.1.2019 04:00Tiedote

Cred, the leading provider of crypto borrowing and lending with over $300 million in credit facilities, today announced the launch of CredEarn* on the Uphold platform. CredEarn allows Uphold customers to lend their crypto and fiat assets to Cred and receive up to 10% of annualized interest. “We’re thrilled to offer consumers the opportunity to earn interest on their digital assets and fiat currencies,” said Dan Schatt, Co-founder and President of Cred. “In a bear market, customers can benefit from the liquidity they receive when obtaining a fixed amount of interest in USD or Stablecoin. In a bull market, customers also benefit by receiving the full upside on the amount of crypto they originally committed.” CredEarn customers can commit to a six-month term with the ability to rollover assets for additional periods. No account minimum is needed and interest is paid out in U.S. Dollars or Stablecoin every three months on Uphold. The principal is paid back in the fiat or crypto amounts tha

Servier and Taiho Oncology Present Latest LONSURF® (trifluridine/tipiracil) Data at ASCO 2019 Gastrointestinal Cancers Symposium (ASCO GI)18.1.2019 02:45Tiedote

Servier and Taiho Oncology, Inc. (U.S.), a subsidiary of Taiho Pharmaceutical Co., Ltd. (Japan), jointly announced today that the safety and efficacy data in the gastrectomy patient subgroup of the global Phase III trial TAGS evaluating LONSURF® (trifluridine/tipiracil, TAS-102) in patients with metastatic gastric cancer (mGC) are consistent with the overall study results published in The Lancet Oncology. These data were highlighted in an oral presentation at the ASCO 2019 Gastrointestinal Cancers Symposium (ASCO-GI) on Thursday 17 January. In TAGS, 221 (44%) of the 507 randomized mGC patients had undergone prior gastrectomy (147 LONSURF, 74 placebo), which is reflective of the real-world patient population diagnosed with mGC. The results confirmed that trifluridine/tipiracil prolonged survival versus placebo regardless of prior gastrectomy. The overall results of TAGS demonstrated that patients treated with oral trifluridine/tipiracil showed a clinically meaningful and statistically s

ISACA Announces 2019 Slate of Events for Business Technology Professionals Around the Globe During its 50th Anniversary Year17.1.2019 22:24Tiedote

ISACA, a global association serving technology audit, assurance, governance and cybersecurity professionals, celebrating its 50th anniversary in 2019, announced its annual event schedule, which includes learning opportunities focused on emerging technologies, innovation, best practices and professional development. Disruptive technologies over the last 50 years and in the future of business enterprise, and the evolution of technology careers and ISACA professions, will be featured in conjunction with the ISACA anniversary year at nearly every venue. ISACA’s growing Cybersecurity Solution Portfolio, including the CSX Training Platform and the CMMI Cybermaturity Platform, will be highlighted in new conferences in 2019, which will include events in North America and Europe. The 2019 CACS conferences, set for North America, Europe, Asia, Africa, the Oceania region and Latin America, will offer educational sessions in audit and assurance, big data, risk management, governance and more. All

HighLife Closes a €32 Million Round B Financing17.1.2019 20:25Tiedote

HighLife SAS, a medtech company focused on the development of a unique transcatheter mitral valve replacement (“TMVR”) system to treat patients suffering from mitral regurgitation, announced today it had closed a €32 million round of equity financing. Proceeds from the financing will be used to complete the development of the company’s transcatheter transseptal mitral valve implantation program, which includes regulatory approval trials in Europe to obtain the CE mark and a first clinical trial in the U.S. via an Early Feasibility Study (EFS). The Series B round was co-led by U.S. Venture Partners (“USVP”) and Andera Partners, with Sectoral Asset Management and Jose Calle Gordo, Chairman of the company, joining the round. Sofinnova Partners, which led the Series A round, continues to support the company and participated in this latest round of financing. Bryan Garnier & Co (Paris) acted as private placement agent for this financing. “I am very pleased to announce the closing of the Ser

Uutishuoneessa voit lukea tiedotteitamme ja muuta julkaisemaamme materiaalia. Löydät sieltä niin yhteyshenkilöidemme tiedot kuin vapaasti julkaistavissa olevia kuvia ja videoita. Uutishuoneessa voit nähdä myös sosiaalisen median sisältöjä. Kaikki STT Infossa julkaistu materiaali on vapaasti median käytettävissä.

Tutustu uutishuoneeseemme