Not to be released, published or distributed, directly or indirectly in the United States of America, Canada, Australia or Japan
Successful completion of the placement of 2.9% of the share capital of REmy Cointreau by Orpar
Paris, May 3rd 2013 – Orpar announces the successful completion of the placement of 1,500,000 Rémy Cointreau shares (FR0000130395 - RCO) representing approximately 2.9% of Rémy Cointreau share capital.
The share disposal was carried through a private placement by way of an accelerated bookbuilding at a price of EUR 85.50 per share, i.e. a discount of 3.56% on the last closing price, for a total amount of circa EUR 128m.
The proceeds from this disposal will be used notably to finance the acquisition of the Oeneo shares not already owned by Andromède as part of the public tender offer filed with the Autorité des Marchés Financiers (“AMF”) on April 30th.
Following the transaction, Orpar will retain 35.7% of Rémy Cointreau share capital.
Orpar, along with its main shareholder Andromède, would like to take this opportunity to reaffirm their support to Rémy Cointreau's strategy and their will to remain the long-term reference shareholder. Orpar has therefore entered into a lock-up undertaking on its Rémy Cointreau shares for a period of 12 months.
Oddo Corporate Finance and Société Générale Corporate & Investment Banking acted as Joint Lead Managers and Joint Bookrunners for this transaction.
The Rémy Cointreau Group is one of the major operators in the global Wines and Spirits market, with a portfolio of premium international brands of which notably the Rémy Martin and Louis XIII cognacs and the liqueur Cointreau. The Group's brands are distributed worldwide through its own network.
Rémy Cointreau is listed on the regulated market of NYSE Euronext in Paris (Compartment A, Deferred Settlement Service, ISIN code: FR0000130395, CAC MID 60 Index). For more information visit: www.remy-cointreau.com
This press release does not constitute an offer to sell or a solicitation to buy any securities, and the offer of Rémy Cointreau shares by Orpar does not constitute a public offering.
This announcement is for information purposes only and does not constitute an offer to sell or a solicitation to buy any securities, and the offer of Rémy Cointreau shares by Orpar does not constitute a public offering in any jurisdiction, including in France.
The abovementioned disposal does not require a prospectus to be submitted for approval to the AMF. Persons or entities referred to in Point 2°, Section II of Article L. 411-2 of the Monetary and Financial Code may take part in this transaction solely for their own account, as provided in Articles D. 411-1, D. 411-2, D. 734-1, D. 744-1, D. 754-1 and D. 764-1 of the Monetary and Financial Code. The financial instruments thus acquired cannot be distributed directly or indirectly to the public otherwise than in accordance with Articles L. 411-1, L. 411-2, L. 412-1 and L. 621-8 to L. 621-8-3 of the Monetary and Financial Code.
This communication is for distribution in the United Kingdom only to (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (ii) high net worth entities and other persons to whom it may lawfully be communicated, falling within article 49(2) (a) to (d) of the Order (all such persons together being referred to as "relevant persons").
This announcement does not constitute an offer of securities for sale in the United States. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act. There will be no public offering of the securities in the United States in connection with this transaction.
Any investment decision to buy shares in Rémy Cointreau must be made solely on the basis of publicly available information regarding Rémy Cointreau. Such information is not the responsibility of Orpar.
Publication or distribution of this press release is forbidden in any country where it would violate applicable laws or regulations.
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