Pursuant to the Press Release of July 19, ASSA ABLOY has acquired, through its subsidiary HID Global SAS (“HID”), approximately 98.5 percent of the shares of Evolis S.A., a Euronext Growth company listed in Paris and the leading French manufacturer of ID card printers and consumables.
In particular, HID purchased all of the Cedys & Co S.A.S. (“Cedys”) shares resulting in the indirect acquisition of approximately 84.4 percent (i.e., 4,407,707 shares) of the Evolis shares held by Cedys and the direct acquisition of 14.0 percent of Evolis shares from each of Crédit Mutuel Equity SCR and Crédit Mutuel Innovation (i.e., respectively 732,632 and 10 shares).
The above transactions resulted in a combined purchase price paid of approximately EUR 224.9 million for 98.5 percent of the Evolis shares (i.e., 5,140,349 shares), which is equivalent to a purchase price per Evolis share of EUR 43.75.
In the coming days, HID will file a mandatory simplified public tender offer followed by a squeeze-out (OPAS-RO) to acquire the balance of the remaining 80,471 Evolis shares at the same purchase price per Evolis share as the EUR 43.75 price per Evolis share paid in the acquisition. Immediately prior to the acquisition, the Evolis board of directors recommended that shareholders tender their shares to the offer which recommendation references the fairness opinion of Accuracy, the Evolis appointed independent appraiser, confirming the fairness of the tender offer price. The offer will require a clearance decision (avis) from the AMF (French Financial Markets Authority – AMF – Autorité des Marchés Financiers).
After the closing of the offer, HID will implement, in accordance with the provisions of the General Rules (Règlement Général) of the AMF, a squeeze-out procedure for the remaining outstanding shares of Evolis. HID intends to complete the offer and squeeze-out during the fourth quarter of 2023.
The total amount paid for the acquisition, the offer and the squeeze-out would amount to approximately EUR 228.4 million.
