Relating to the Public Availability of the Information Relating, in Particular, to the Legal, Financial, and Accounting Characteristics of Exclusive Networks

And of the Response Document Filed by

Exclusive Networks

In Response to the Simplified Tender Offer on Its Shares Filed by

Etna French Bidco

Regulatory News:

Exclusive Networks (Paris:EXN):

This press release does not constitute an offer to acquire shares.

Do not publish, distribute, or circulate, directly or indirectly, in the United States of America or in any other country where the distribution or dissemination of this press release is prohibited by law.

Translation for information purposes only. In case of discrepancy between the French and English versions, the French version shall prevail.

 

This press release (the "Press Release") has been prepared by Exclusive Networks and is issued in accordance with the provisions of Article 231-27 3° and 231-28 of the general regulation of the French financial markets authority (Autorité des marchés financiers) (the "AMF").

 

Pursuant to Articles L. 621-8 of the French Monetary and Financial Code and 231-23 of the general regulation of the AMF (the "AMF General Regulation"), the AMF, in accordance with its clearance decision dated 11 February 2025 relating to the simplified tender offer filed by Etna French Bidco over the shares of Exclusive Networks (the "Offer"), has affixed visa no. 25-025 on the response document prepared and made available to the public by Exclusive Networks (the "Response Document").

 

In accordance with Article 231-28 of the AMF General Regulation, the document containing information relating in particular to the legal, financial and accounting characteristics of Exclusive Networks (the "Other Information Document") was filed with the AMF on 11 February 2025 and complements the Response Document. The Other Information Document has been made available to the public.

 

IMPORTANT NOTICE

 

In accordance with Articles L. 433-4 II of the French Monetary and Financial Code and 237-1 et seq. of the AMF General Regulation, in the event that, following the Offer, the number of shares of Exclusive Networks not tendered to the Offer by the minority shareholders of Exclusive Networks (excluding treasury shares held by Exclusive Networks) does not represent more than 10% of the share capital and voting rights of Exclusive Networks, Etna French Bidco intends to request to the AMF, at the latest within three (3) months following the Offer, to implement a squeeze-out procedure for the shares of Exclusive Networks not tendered to the Offer (excluding treasury shares held by Exclusive Networks) to be transferred to Etna French Bidco in exchange for compensation per share equal to the Offer price per Exclusive Network share, net of all costs.

 

This Press Release was prepared for informational purposes only. It does not constitute an offer to the public. The distribution of this Press Release, the Offer, and its acceptance may be subject to specific regulations or restrictions in certain countries. The Offer is not addressed to individuals subject to such restrictions, either directly or indirectly, and cannot be accepted from a country where the Offer would be subject to such restrictions. This Press Release is not intended for distribution in those countries. Consequently, individuals in possession of this Press Release are required to inquire about any local restrictions that may apply and comply with them.

 

Exclusive Networks disclaims any responsibility for any potential violation of these restrictions by any individual.

 

For more information, please refer to section 2.15 (Offer restrictions outside of France) of the Response Document.

 

The Response Document and the Other Information Document are available on the websites of Exclusive Networks (www.exclusive-networks.com) and of the AMF (www.amf-france.org) and may be obtained free of charge at the registered office of Exclusive Networks (20, quai du Point du Jour 92100 Boulogne-Billancourt, France).

Prior to the opening of the Offer, the AMF will publish a notice of opening and timetable of the Offer, and Euronext Paris will publish a notice outlining the content of the Offer and announcing the timetable and main terms of the Offer.

Exclusive Networks

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