THIS DOCUMENT MAY NOT BE RELEASED, DIRECTLY OR INDIRECTLY, IN
THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR SOUTH
AFRICA
FILING OF THE PUBLIC OFFER ON
CHRISTIAN DIOR
DISPOSAL OF CHRISTIAN DIOR
COUTURE
Paris - May 23rd
2017,
Semyrhamis (a company of the
Arnault Family Group) filed, on May 22nd,
2017, with the French financial market authority (Autorité des marchés financiers) the simplified mixed
offer for all Christian Dior shares not currently held by the
Arnault Family Group according to the terms described on April
25th,
2017. This filing follows the execution of a syndicated facilities
agreement for the purpose of proceeding with the offer.
Based on the independent expert's
conclusions which confirm that the offer is fair and further to the
release of the favorable opinion of the ad hoc committee composed
of independent directors, the Board of directors of Christian Dior,
held on May 22nd, 2017, has
unanimously recommended that Christian Dior shareholders tender
their shares to the offer.
In addition, Christian Dior
Couture's works council (Comité d'entreprise)
has released a favorable opinion on the proposed disposal of
Christian Dior Couture1 to LVMH.
Therefore and after having reviewed the respective independent
experts' conclusions which confirm the fairness of the
transaction's price and further to the release of the respective ad
hoc committees' favorable opinion, the Board of directors of LVMH
and Christian Dior have unanimously approved the execution of the
definitive acquisition agreement through which Christian Dior
Couture[1] will be
acquired by LVMH at an enterprise value of €6.5bn.
These operations represent an
important step towards the implementation of this strategic
project. It allows, subject to the condition of the clearance by
the French financial market authority (Autorité
des marchés financiers), to confirm the timetable announced on
April 25th, 2017, which
planned for the offer to open in June 2017.
As a reminder, the main terms of
the public offer by Semyrhamis, presented on April, 25th 2017, are
the following:
-
Primary mixed offer: €172 and 0.192 Hermès
International share for each Christian Dior share;
-
Secondary cash offer: €260 for each Christian
Dior share; and
-
Secondary exchange offer: 0.566 Hermès
International share for each Christian Dior share.
[1] Includes
Grandville (100% owned by Christian Dior) and its subsidiary
Christian Dior Couture.
THIS DOCUMENT MAY NOT BE RELEASED,
DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OF AMERICA, AUSTRALIA,
CANADA, JAPAN OR SOUTH AFRICA
Christian
Dior
Christian Dior,
listed on Euronext Paris, controls two primary assets: a 41% stake
in the capital of LVMH (representing 57% of the voting rights) and
100% of Christian Dior Couture.
The House of
Dior, created in 1946 by Monsieur Christian Dior, owns a unique
savoir-faire in Haute Couture, Ready-To-Wear, Leather Goods and
Jewelry. The brand occupies an emblematic position in absolute
luxury, rooted in creativity and product excellence.
LVMH
LVMH Moët
Hennessy Louis Vuitton is represented in Wines and Spirits by a
portfolio of brands that includes Moët & Chandon, Dom Pérignon,
Veuve Clicquot Ponsardin, Krug, Ruinart, Mercier, Château d'Yquem,
Domaine du Clos des Lambrays, Château Cheval Blanc, Hennessy,
Glenmorangie, Ardbeg, Belvedere, Chandon, Cloudy Bay, Terrazas de
los Andes, Cheval des Andes, Cape Mentelle, Newton, Bodega
Numanthia and Ao Yun. Its Fashion and Leather Goods division
includes Louis Vuitton, Céline, Loewe, Kenzo, Givenchy, Thomas
Pink, Fendi, Emilio Pucci, Marc Jacobs, Berluti, Nicholas Kirkwood,
Loro Piana and Rimowa. LVMH is present in the Perfumes and
Cosmetics sector with Parfums Christian Dior, Guerlain, Parfums
Givenchy, Kenzo Parfums, Perfumes Loewe, BeneFit Cosmetics, Make Up
For Ever, Acqua di Parma, Fresh, Kat Von D and Maison Francis
Kurkdjian. LVMH's Watches and Jewelry division comprises Bvlgari,
TAG Heuer, Chaumet, Dior Watches, Zenith, Fred and Hublot. LVMH is
also active in selective retailing as well as in other activities
through DFS, Sephora, Le Bon Marché, La Samaritaine, Royal Van Lent
and Cheval Blanc hotels.
Some of the
statements contained in this financial release may include or be
based on forward-looking information. Major risk factors,
uncertainties or elements either beyond our control or unable to be
anticipated as of this writing may thus cause actual results to
differ significantly from those expressed or implied by the
forward-looking information in this financial release. The
statements made herein reflect our vision of the Group's business
activities as of the date of this financial release. Accordingly,
readers are cautioned not to place undue reliance on the
information thus provided. Furthermore, it should be noted that we
undertake no obligation to update publicly or otherwise revise any
forward-looking statements.
Disclaimer
This release was prepared for informational
purposes only. It does not constitute an offer to the public and is
not destined to be released in countries other than France. The
release of this document, the offer and its acceptance can be
subject of specific regulations or restrictions in certain
countries. The offer is not aimed at people subject to such
restrictions, whether directly or indirectly, and is not likely to
be subject to acceptance from a country in which the offer would be
would be subject to such restrictions. Accordingly, persons in
possession of this release are required to inform themselves of
potential local restrictions, and to conform to those. Christian
Dior and LVMH decline any responsibility as to a potential
violation of these restrictions by anyone.
THIS DOCUMENT MAY NOT BE RELEASED, DIRECTLY OR INDIRECTLY, IN THE
UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR SOUTH
AFRICA
Analysts and
investors contacts
|
Chris
Hollis
LVMH |
+ 33
1.4413.2122 |
Christian Dior SE
individual investors' contacts
|
Free-toll number
Toll number
D.F. King |
+33 800
916 566
+33 1.8122.4462 |
Media
contacts
|
|
Jean-Charles Tréhan
LVMH
|
+33
1.4413.2620 |
France
: |
Michel
Calzaroni / Olivier Labesse /
Thomas Roborel de Climens / Hugues Schmitt
DGM Conseil
|
+ 33
1.4070.1189 |
Royaume-Uni: |
Hugh
Morrison / Charlotte McMullen
Montfort Communications
|
+44
7921.881.800 |
Italie
: |
Michele
Calcaterra / Matteo Steinbach
SEC and Partners
|
+39 02
6249991 |
|
This document is a free translation into English
of the original French "Communiqué financier" dated May
23rd, 2017. It is
not a binding document. In the event of a conflict in
interpretation, reference should be made to the French version,
which is the authentic text.
PDF Version
This
announcement is distributed by Nasdaq Corporate Solutions on behalf
of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: LVMH via Globenewswire
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