Michelin files tender offer to acquire outstanding SIPH shares

Michelin has filed a draft simplified cash public tender offer with the French securities regulator (Autorité des Marchés Financiers – AMF) through its 99.99 per cent-owned subsidiary Compagnie Financière Michelin SCmA (CFM), acting in concert with the Ivory Coast company SIFCA, to acquire the 1,042,324 shares in Société Internationale de Plantations d’Hévéas (SIPH) not currently held by the concert parties, at a price of €85 per SIPH share.

Long-standing and reference SIPH shareholders, CFM and SIFCA respectively hold 23.81 and 55.59 per cent of SIPH’s capital and 25.33 and 62.89 per cent of the voting rights and, in concert, 79.40 per cent of SIPH’s capital and 88.22 per cent of the voting rights as of yesterday.

The proposed offer price would give rise to a 41.8 per cent premium on the last closing SIPH share price prior to the filing date (June 5, 2017) and a premium of 49.6 and 57.8 per cent versus the volume weighted average SIPH share price over the previous 60 and 250 trading days, respectively.

The primary aim of the friendly offer is to enable CFM and SIFCA to strengthen their ties and raise their stake in SIPH’s capital in light of the increasingly important role that West Africa is playing in global natural rubber production against a backdrop of intensified competition between the players in these markets.

Following the public offer, and if the requisite conditions are met, CFM will request a squeeze-out of any remaining minority shareholders of SIPH.

On 6 June 2017, the Board of Directors of SIPH unanimously decided to issue a favourable opinion on the draft simplified public offer, which it believes is aligned with the interests of the company, its shareholders and its employees, and recommends that SIPH shareholders tender their shares to the offer.

Oddo & Cie acts as presenting and guaranteeing bank of the simplified public offer.

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