M&A Activity • Sep 7, 2021
M&A Activity
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This document is an unofficial English-language translation of the legal press release (communiqué normé) relating to the availability of the response document approved by the French Autorité des marchés financiers on 7 September 2021 and is provided for information purposes only.
In the event of any discrepancies between this unofficial English-language translation and the official French document, the official French document shall prevail.
Not for publication, dissemination or distribution, directly or indirectly, in the United States of America or any other jurisdiction in which the distribution or dissemination of this Press Release is unlawful.
This Press Release does not constitute an offer to purchase any securities.
RELATING TO THE SIMPLIFIED TENDER OFFER
FOR THE SHARES OF THE COMPANY NHOA S.A.
INITIATED BY TAIWAN CEMENT EUROPE HOLDINGS B.V., A SUBSIDIARY OF
This press release relating to the availability of the response document approved (visa) by the French Financial Markets Authority (Autorité des marchés financiers) (the "AMF") on 7 September 2021 was prepared and issued by NHOA S.A., in accordance with the provisions of Article 231-27 3° of the general regulation of the AMF (the "AMF General Regulation") (the "Press Release").
Pursuant to the provisions of Article L. 621-8 of the French Code monétaire et financier and of Article 231- 23 of the AMF General Regulation, the AMF has, in accordance with its clearance decision dated 7 September 2021, delivered visa No. 21-385 on the response document prepared by NHOA S.A. ("NHOA") relating to the simplified tender offer initiated by Taiwan Cement Europe Holdings B.V. on the shares of NHOA (the "Offer").
The terms and conditions of the Offer are further described in the offer document prepared by Taiwan Cement Europe Holdings B.V., on which the AMF delivered the visa No. 21-384 on 7 September 2021. The date of the opening and closing of the Offer will be published by the AMF.
The response document is available on the websites of NHOA (www.nhoa.energy) and the AMF (www.amffrance.org) and may be obtained free of charge at the registered office of NHOA (28 rue de Londres – 75009 Paris).
In accordance with the provisions of Article 231-28 of the AMF general regulation, the information relating to the legal, financial and accounting characteristics of NHOA, which supplements the response document, will be filed with the AMF and made available to the public no later than the day preceding the opening of the Offer. A press release will be issued to inform the public of the manner in which the information will be made available.
For more detailed information relating to NHOA and this Press Release, please contact:
Cristina Cremonesi ([email protected])
The Offer is made exclusively in France.
This Press Release was prepared for information purposes only. This Press Release does not constitute an offer or part of an offer to sell, purchase or subscribe for any securities and it shall not be considered as constituting any solicitation of such an offer.
This Press Release may not be distributed in countries other than France, subject to the publication of this press release on NHOA's and TCC's website pursuant to applicable regulations.
The dissemination of this press release, the Offer and its acceptance may be subject to specific regulations or restrictions in certain countries. The Offer is not made for persons subject to such restrictions, neither directly nor indirectly, and may not be accepted in any way from a country where the Offer would be subject to such restrictions. Consequently, persons in possession of this press release shall inquire about potential applicable local restrictions and comply with them.
NHOA will not be liable in the event of any breach of the applicable legal restrictions by any person.
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