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Davide Campari-Milano N.V.

M&A Activity Jun 27, 2016

7328_tar_2016-06-27_88834a02-ac11-4221-a3d9-420f336df03b.pdf

M&A Activity

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Informazione
Regolamentata n.
0530-29-2016
Data/Ora Ricezione
27 Giugno 2016
17:48:29
MTA
Societa' : DAVIDE CAMPARI - MILANO
Identificativo
Informazione
Regolamentata
: 76177
Nome utilizzatore : CAMPARIN05 - Garavini
Tipologia : IROP 07
Data/Ora Ricezione : 27 Giugno 2016 17:48:29
Data/Ora Inizio
Diffusione presunta
: 27 Giugno 2016 18:03:30
Oggetto : Announcement of the results of the friendly
tender offer launched by Davide Campari
Milano S.p.A. on the shares of SPML
Testo del comunicato

Vedi allegato.

Announcement of the results of the friendly tender offer launched by Davide Campari‐Milano S.p.A. on the shares of Société des Produits Marnier Lapostolle S.A.

27 June 2016 ‐ The French financial markets regulation authority (the "AMF") has published on its website the results of the friendly tender offer launched by Davide Campari‐Milano S.p.A. on the shares of Société des Produits Marnier Lapostolle S.A. ("SPML", and, SPML shares, the "Shares"), opened from 18 May 2016 until 21 June 2016 (the "Offer").

According to the results announced by the AMF, no. 43,125 Shares were tendered to the Offer, corresponding to 50.74 % of the share capital of SPML, for an overall value of 347,156,250 Euros.

In light of the results of the Offer, Davide Campari‐Milano S.p.A. holds:

  • A. on its own, no. 59,295 Shares ( 1 ) (corresponding to no. 58,390 Shares in full ownership, no. 250 Shares in bare ownership and no. 655 Shares in usufruct), equal to 69.76% of the share capital of SPML, 54.51% of the voting rights in the ordinary general meeting of SPML ("OGM") and 53.55% of the voting rights in the extraordinary general meeting of SPML ("EGM"); and
  • B. in concert with certain shareholders, members of the Marnier Lapostolle family, no. 83,157 Shares, equal to 97.83 % of the share capital of SPML, 95.81% of the voting rights in the OGM and 98.32% of the voting rights in the EGM.

The price due to those who have tendered their Shares to the Offer is equal to 8,050 Euros per Share (cum 2015 final dividend), plus the potential price supplement due under the terms and conditions set forth in the Offer document. No. 43,125 financial securities incorporating the Offer's potential price supplement have been issued for such purpose by Davide Campari‐Milano S.p.A. and shall be distributed, through the centralising agent CACEIS Corporate Trust, to all shareholders who have tendered their Shares to the Offer.

Davide Campari‐Milano S.p.A. will announce to the public as soon as possible, within the applicable legal time frame, the upcoming steps and measures that shall be taken by the company with regards to the conclusion of the transaction.

* * *

The Offer document (note d'information), which was awarded the AMF visa no. 16‐173, and the financial, legal and accounting information prospectus drafted by Davide Campari‐Milano S.p.A. pursuant to art. 231‐28 I of the AMF's General Regulations, have been made available to the public on the websites of the AMF (www.amf‐france.org) and of

1 This figure includes no. 16,170 Shares transferred to Davide Campari‐Milano S.p.A. by certain members of the Marnier Lapostolle family. As mentioned under section 1.1.1.3 of the Offer document, the Shares transferred by such shareholders to the company were originally composed of no. 14,610 Shares in full ownership, no. 905 Shares in bare ownership and no. 1,310 Shares in usufruct. Further to the mentioned acquisition, no. 655 Shares acquired in bare ownership and usufruct by Davide Campari‐Milano S.p.A. have now been restored to full ownership: as a consequence, the Shares transferred by Marnier Lapostolle family shareholders to the company now account for no. 15,265 Shares in full ownership, no. 250 Shares in bare ownership and no. 655 Shares in usufruct.

Davide Campari‐Milano S.p.A. (www.camparigroup.com). Such documents may also be obtained free of charge at the following addresses:

  • Davide Campari Milano S.p.A., Via Franco Sacchetti 20, 20099 Sesto San Giovanni, Milan, Italy; and
  • Bank of America Merrill Lynch International Limited, French branch, 112 Avenue Kléber, 75773 Paris Cedex 16, France.

The notice ("avis") no. 216C1504 concerning the results of the Offer is available on the website of the AMF (www.amf‐ france.org).

FOR MORE INFORMATION

GRUPPO CAMPARI ‐ CONTACTS:

Investor Relations Chiara Garavini Tel.: +39 02 6225 330 Email: [email protected]

Corporate Communication Enrico Bocedi Tel.: +39 02 6225 680 Email: [email protected]

SOCIÉTÉ DES PRODUITS MARNIER LAPOSTOLLE S.A. ‐ CONTACTS:

Cyril de Bournet Tel.: + 33 (0) 1 42 66 43 11 Email: [email protected]

This press release only has an informational purpose. It does not therefore constitute an offer towards the public. The transmission of this press release, of the Offer and the acceptance of the same may be subject to additional and specific regulations and limitations in certain states. The Offer is not directly nor indirectly addressed to investors subject to such limitations, and may therefore not be accepted from a state where the Offer would be subject to such conditions. Therefore, all subjects who may receive this press release are responsible for securing all necessary information regarding any limitations which might be applicable locally and for complying therewith. Davide Campari-Milano S.p.A. and Société des Produits Marnier Lapostolle S.A.shall not be held responsible for any violation of any such laws or regulations by and subject or entity.

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