Verallia: Setting up of an ad hoc committee within the Board of directors
05 February 2025 - 6:00PM
Business Wire
Regulatory News:
The Board of directors of Verallia S.A. (the “Company”)
(Paris:VRLA) held a meeting on 4 February 2025 following the
announcement1 of BW Gestão de Investimentos Ltda (“BWGI”)2
confirming that it is reviewing a potential tender offer for all
the shares of Verallia that it2 does not already hold, with no
intention of taking the company private.
In order to monitor the works of the Company’s Board of
directors related to this project, and pending the submission of a
proposal including the detailed terms of the offer, the Board of
directors has set up an ad hoc committee composed exclusively of
independent members of the Board of directors within the meaning of
the Afep-Medef corporate governance Code, namely:
- Mrs. Marie-José Donsion as Chairwoman of the ad hoc
committee,
- Mr. Didier Debrosse, and
- Mr. Pierre Vareille.
The ad hoc committee will be in charge of (i) proposing to the
Board of directors the appointment of an independent expert, (ii)
monitoring the works of the independent expert that will be
appointed by the Board of directors, and (iii) issuing a
recommendation to the Board of directors on the interest for all of
the Company’s stakeholders for the offer that may be submitted by
BWGI.
Mrs. Marie-José Donsion graduated
from the European School of Management (Paris) business school and
currently serves as Chief Financial Officer of Arkema. Prior to
that, she was a Director on the Arkema Board of Directors and
Chairwoman of its Audit Committee. During her earlier career within
the Alstom Group, she was Chief Financial Officer of the Group,
after holding various financial positions within several
subsidiaries in France and abroad. Before joining Alstom,
Marie-José Donsion had begun her career with Pricewaterhouse
Coopers in the audit branch. Marie-José Donsion is also the
Chairwoman of the Audit Committee of Verallia.
Mr. Didier Debrosse has held top
managerial positions at several international consumer goods
companies: Beiersdorf Nivea, Mondelez International and Heineken.
After working in sales, he held positions in purchasing, human
resources and finally senior management up to December 2019. At
Heineken, he successively headed up French, Western European and
Brazilian operations. He played an active role in two major
acquisitions for the Heineken group: S&N in 2008 and Brasil
Kirin in 2016. Didier Debrosse has also served as a Director of
Chr. Hansen in Denmark and Compania Cervecerias Unidas in Chile. He
is currently Chairman of the Board of Directors of Baru Panama and
Director of FIFCO in Costa Rica.
Mr. Pierre Vareille is a graduate
of École centrale de Paris and alumnus of Sorbonne University,
SciencesPo Paris and the Management Control Institute. He was
Chairman and Chief Executive Officer of several international
corporations listed in London, Paris and New York. He is currently
Vice-Chairman of the Board of Directors of Vallourec and Director
of Outokumpu Oyj, in Finland and of the London Metal Exchange in
London.
About Verallia
At Verallia, our purpose is to re-imagine glass for a
sustainable future. We want to redefine how glass is produced,
reused and recycled, to make it the world’s most sustainable
packaging material. We work together with our customers, suppliers
and other partners across the value chain to develop new,
beneficial and sustainable solutions for all.
With almost 11,000 employees and 35 glass production facilities
in 12 countries, we are the European leader and world's
third-largest producer of glass packaging for beverages and food
products. We offer innovative, customised and environmentally
friendly solutions to over 10,000 businesses worldwide. Verallia
produced more than 16 billion glass bottles and jars and recorded
revenue of €3.9 billion in 2023.
Verallia's CSR strategy has been awarded the Ecovadis Platinum
Medal, placing the Group in the top 1% of companies assessed by
Ecovadis. Our CO2 emissions reduction target of -46% on scopes 1
and 2 between 2019 and 2030 has been validated by SBTI (Science
Based Targets Initiative). It is in line with the trajectory of
limiting global warming to 1.5° C set by the Paris Agreement.
Verallia is listed on compartment A of the regulated market of
Euronext Paris (Ticker: VRLA – ISIN: FR0013447729) and trades on
the following indices: CAC SBT 1.5°, STOXX600, SBF 120, CAC Mid 60,
CAC Mid & Small and CAC All-Tradable.
Disclaimer
This press release has been prepared for information purposes
only.
It does not constitute an offer to purchase or a solicitation to
sell Verallia shares in any country, including France. There is no
certainty that the tender offer mentioned above will be filed or
opened. The dissemination, publication or distribution of this
press release may be subject to specific regulations or
restrictions in certain countries. Accordingly, persons in
possession of this press release are required to inform themselves
about and to comply with any local restrictions that may apply.
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_____________________________ 1 See press release published on 3
February 2025 by BWGI. 2 BWGI, whose controlling shareholder is
Brasil Warrant Administração de Bens e Empresas S.A., is acting as
the investment manager of Kaon V, a sub-fund of Kaon Investment
Fund ICAV and direct shareholder of Verallia.
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version on businesswire.com: https://www.businesswire.com/news/home/20250204609723/en/
Press contacts Sara Natij & Laurie Dambrine
verallia@comfluence.fr | +33 (0)7 68 68 83 22 Investor relations
contacts David Placet | david.placet@verallia.com Michele
Degani | michele.degani@verallia.com
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