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The Deconinck family, controlling shareholder of Tarkett, are to launch a simplified tender offer on Tarkett shares and pursue the Group’s development
The Deconinck family, controlling shareholder of Tarkett,
are to launch a simplified tender offer on Tarkett shares and pursue the Group’s development
Offer price of €20 per share, representing a premium of 38.5% over the volume weighted average share price of the last 20 trading days
Reinforced control of the Deconinck family with the support of Wendel as long-term partner
Tarkett’s Supervisory Board unanimously welcomed the planned simplified tender offer
Appointment of an ad hoc committee, comprised of independent Supervisory Board members and Finexsi selected as independent expert
Strategy comforted with Tarkett’s management team
PARIS, FRANCE, April 23, – The Deconinck family has decided to reinforce its control by means of a simplified tender offer (OPAS) on Tarkett shares, with the support of Wendel as long-term financial partner investor with strong industrial expertise, to pursue the transformation and development of Tarkett and support its strategy.
The offer will be launched by Tarkett Participation, a company controlled by the Deconinck family to which Société Investissement Deconinck, the family holding has contributed all of its shares (representing 50.8% of Tarkett’s share capital) and in which Wendel will invest as a minority shareholder. Wendel will hold up to 30% of Tarkett Participation. The transaction will be financed by Wendel and the long-term banking partners of Tarkett.
The offer will be carried out at a price of €20 per Tarkett share, representing a 38.5% premium over the volume weighted average share price of the last 20 trading days and a 25.8% premium over the last closing price before announcement of the offer.
Eric La Bonnardière, on behalf of the Deconinck family, stated: “My family has been committed to the development of Tarkett for four generations, and is committed to continue doing so in the future. The transaction that we have initiated is a new important step of this commitment. We are pleased to build this new chapter with Wendel and Tarkett’s management team around one vision and shared values.”
André François-Poncet, Wendel Group CEO, said: “Wendel is extremely proud to join forces with the founding family in this transaction. Tarkett is a prime example of French entrepreneurship, and we are pleased to support the company over the long term, alongside members of the family. The transaction illustrates the Wendel team’s ability to identify investment opportunities which fit our long-term investor profile. We are eager to support Tarkett in its future growth, by bringing all of Wendel’s expertise, in particular in Europe and North America.”
This transaction between these two long-term family investors sharing a common ambition and strong entrepreneurial values will allow Tarkett to pursue its development and operational transformation in the current uncertain and volatile environment.
Tarkett CEO Fabrice Barthélemy said: “The Deconinck family has been a long-term shareholder of Tarkett and has supported its strategy and development over the years. The reinforcement of the family’s control and the contribution of Wendel, a renowned long-term family investor will enable Tarkett to pursue its ongoing transformation and to seize new opportunities.”
Offer unanimously welcomed by Tarkett’s Supervisory Board
The Supervisory Board of Tarkett, which met on April 23 2021, favorably welcomed the principle of the offer, upon a preliminary recommendation of its ad hoc committee.
Such ad hoc committee, appointed by the Supervisory Board in the context of the preparation of the offer, is composed of independent Members.
Finexsi has been appointed upon recommendation of the ad hoc committee as independent expert in charge of issuing a report including a fairness opinion on the financial terms of the simplified tender offer, pursuant to the provisions of Article 261-1, I, 1°, 2° and 4° and II of the AMF General Regulation.
The ad hoc committee will supervise Finexsi’s work and make recommendations to the Supervisory Board with respect to the planned simplified tender offer.
The Board’s reasoned opinion on the merits of the offer and its consequences for Tarkett, its shareholders and its employees will be provided in the reply document prepared by Tarkett.
Key conditions and timetable of the simplified tender offer
The simplified tender offer will not be subject to any regulatory approvals or any other conditions.
It is contemplated that the simplified tender offer will be filed with the AMF on April 26th and is expected to be opened at the end of June and completed by the end of July.
Tarkett Participation intends to acquire Tarkett shares immediately following the filing of the offer.
Tarkett Participation also intends to implement a squeeze-out procedure for all the shares not held by it if the minority shareholders do not hold more than 10% of the Tarkett's share capital and voting rights following the offer. The squeeze-out would be carried out against an indemnity equal to the offer price.
The trading of Tarkett shares on Euronext Paris has been suspended at the company’s request on April 23rd, until further notice.
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About Tarkett
With a history of 140 years, Tarkett is a worldwide leader in innovative flooring and sports surface solutions, with net sales of € 2.6 billion in 2020. Offering a wide range of products including vinyl, linoleum, rubber, carpet, wood, laminate, artificial turf and athletics tracks, the Group serves customers in over 100 countries across the globe. Tarkett has more than 12,000 employees and 33 industrial sites, and sells 1.3 million square meters of flooring every day, for hospitals, schools, housing, hotels, offices, stores and sports fields. Committed to change the game with circular economy and to reducing its carbon footprint, the Group has implemented an eco-innovation strategy based on Cradle to Cradle® principles, fully aligned with its Tarkett Human-Conscious Design™ approach. Tarkett is listed on Euronext Paris (compartment B, ISIN: FR0004188670, ticker: TKTT). www.tarkett.com
Investor Relations Contact
Tarkett – Emilie Megel – emilie.megel@tarkett.com
Media contacts
Tarkett - Véronique Bouchard Bienaymé - communication@tarkett.com
Brunswick - tarkett@brunswickgroup.com - Tel.: +33 (0) 1 53 96 83 83
Hugues Boëton – Tel: +33 (0)6 79 89 27 15
Benoit Grange – Tel +33 (0)6 14 45 09 26
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