In accordance with the agreement concluded on 10 may with the concert of the holders of a majority of FUTUREN (FTRN), EDF Energies Nouvelles has acquired, on June 9, 67.2 percent[1] of the company.
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This final acquisition, on the one hand, to the positive outcome of the procedures applicable in the social field, and, on the other hand, to the approval received from the German authority of the competition (Bundeskartellamt). EDF Energies Nouvelles has acquired from the concert of shareholders 61.6% of the common shares (at a price of 1.15), and 96.0%, respectively, of the convertible bonds (at a price 9.37 ex-coupon) of FUTUREN.
Noting the change of control of the company, the board of directors of the FUTUREN, which was held on 9 June has taken note of resignation of their position as a director of Mr. Michel Meus, until then president of the council, Mr. Fady Khallouf and M. Jérôme Louvet, and has provided for their replacement by co-opting three directors on the proposal of EDF Energies Nouvelles : Mr. Bruno Fyot, who will also assume the function of chairman of the board, Mr Denis Rouhier and Ms. Bénédicte Gendry. It will be proposed to the general meeting of shareholders of the FUTUREN, convened on the 28th of June next, to ratify these cooptations, and decide on the appointment of two new directors, on the proposal of EDF Energies Nouvelles. Mr. Fady Khallouf also retains his duties as general manager of FUTUREN.
In accordance with the applicable laws and regulations, EDF Energies Nouvelles will soon be depositing with the Autorité des Marchés Financiers (AMF) a draft tender Offer Simplified (OPAS) on the whole of the shares and of the remaining obligations of the FUTUREN, at a price of 1.15 per share and 9,37 ex-coupon per convertible note.
The draft OPAS will be subject to review by the AMF. His conditions will be evaluated by the cabinet Finexsi, independent expert, appointed on 16 may 2017 by the board of directors of the FUTUREN in accordance with the applicable regulations.
It is recalled that the board of directors of FUTUREN was considered, unanimously, that the offer proposed by EDF Energies Nouvelles was in the best interest of the company and its employees, as well as, subject to the opinion to be rendered by Finexsi, its shareholders and its bondholders.
About EDF Energies Nouvelles
EDF Energies Nouvelles is an international leader in renewable electricity, with an installed capacity of over 9.5 GW gross in the world. Its development is focused mainly on wind and solar photovoltaic. It is mostly present in Europe and North America, EDF energies nouvelles continues its development, taking a position on promising new markets and in new countries such as South Africa, Brazil, Chile, China or India. The Company, which is positioning itself strongly in the sector of offshore wind farms, is also present on other segments of the renewable energy market : marine energy distributed energies as well as energy storage. EDF energies nouvelles ensures the development and construction of renewable energy projects as well as their operation and maintenance, for its own account and for the account of third parties. EDF Energies Nouvelles is a subsidiary of the EDF group dedicated to renewable energy development. For more information : www.edf-energies-nouvelles.com. Follow us on Linkedin : https://www.linkedin.com/company/edf-energies-nouvelles and on Twitter @EDFEN_officiel
About FUTUREN
FUTUREN is an independent producer of wind-generated electricity, which are present throughout the value chain in the wind power sector. The Group develops, builds and operates wind farms in four countries : Germany, France, Morocco and Italy. In total, the Group operates 734 MW for its own account and for the account of third parties.
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