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SRP Groupe — Major Shareholding Notification 2022
Sep 1, 2022
1661_iss_2022-09-01_ba28b4c1-bc81-4937-9b75-897044ac5407.pdf
Major Shareholding Notification
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STRENGTHENING OF DAVID DAYAN'S SHAREHOLDING IN SRP GROUPE AS PART OF THE COMPLETION OF THE SALE OF THIERRY PETIT'S SHARES
La Plaine Saint Denis, September 1, 2022 – Showroomprivé (SRP Group), a European group specializing in smart shopping, announces that it has been informed of the completion, on August 31 2022, of the acquisition by David Dayan1 of the remaining 13,932,963 SRP Groupe shares held by Thierry Petit (directly and through TP Invest).
This acquisition was carried out through an off-market transaction at a price of one (1) euro per share, financed by a loan taken out by Ancelle for an amount of €10 million and, for the balance, carried out via an exchange of shares in an unlisted company in which TP Invest and Ancelle both hold a stake.
This acquisition has been the subject of a decision by the Autorité des marchés financiers to waive the requirement to file a public offer, published on August 1 2022. In accordance with the agreements announced on June 21 2022, this acquisition is the final stage in the sale of SRP Groupe shares by Thierry Petit, following the share buyback of 4 million shares by SRP Groupe from TP Invest at the price of one (1) euro per share and the acquisition by Erik Sitruk at the same price of 3 million shares of SRP Groupe from TP Invest.
Following these transactions, and as indicated in the Company's press release of July 29 2022, the Company's shareholding structure will be as follows2:
| Shareholders | Number of ordinary shares |
% of share capital |
Theoretical number of voting rights |
% of voting rights |
|---|---|---|---|---|
| Founders | ||||
| Ancelle Sàrl(1) | 44,195,668 | 37.17% | 73,283,373 | 47.81% |
| Victoire Investissement Holding Sàrl(2) | 2,335,460 | 1,96% | 4,670,920 | 3.05% |
| Cambon Financière Sàrl(3) | 2,079,930 | 1,75% | 4,159,860 | 2.71% |
| Thierry Petit(4) | - | - | - | - |
| Total Founders Sub-Concert(5) | 48,611,058 | 40.88% | 82,114,153 | 53.57% |
CRFP 20(6) |
10,386,255 | 8.74% | 10,386,255 | 6.78% |
| Total Concert with CRF(7) | 58,997,313 | 49.62% | 92,500,408 | 60.35% |
| Eric Sitruk(8) | 8,955,000 | 7.53% | 8,955,000 | 5.84% |
| Other shareholders(9) | 50,950,596 | 42,85% | 51,821,497 | 33.81% |
| TOTAL | 118,902,909 | 100% | 153,276,905 | 100% |
(1) Company controlled by Mr. David Dayan.
(2) Company controlled by Mr. Eric Dayan.
(3) Company controlled by Michaël Dayan.
(4) Includes shares held directly by Thierry Petit and by TP Invest Holding Sàrl, which he controls.
(5) Concert agreement dated October 29 2015 (as amended) concluded in the context of the Company's IPO.
(6) Company controlled by Carrefour Nederland B.V., itself controlled by Carrefour.
(7) Concert agreement dated January 10 2018.
(8) Directly and through the entities Pierre Rénovation Tradition and Financière du Sud.
(9) Including SRP Groupe (4,000,000 shares to be transferred to beneficiaries of free shares).
UPCOMING INFORMATION
Q3 2022 revenue: October 20, 2022
FORWARD-LOOKING STATEMENTS
1 Through Ancelle S.à r.l., which it controls.
2 Based on the total number of shares and voting rights as at June 30 2022, adjusted for the destruction of double voting rights held by the sellers and the acquisition of double voting rights by Ancelle.
This press release contains only summary information and is not intended to be comprehensive.
This press release may contain forward-looking information and statements about the Group and its subsidiaries. These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance. Forward-looking statements may be identified by the words "believe," "expect," "anticipate," "goal" or similar expressions. Although the Group appreciates that the expectations reflected in such forward-looking statements are reasonable, investors and the Group's shareholders are cautioned that forward-looking information and statements are subject to numerous risks and uncertainties, many of which are difficult to predict and generally beyond the control of the Group, which could cause actual results and developments to differ materially and adversely from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include those discussed or identified in filings with the Autorité des Marchés Financiers (France's financial markets authority) made or to be made by the Group (particularly those detailed in Chapter 4 of the Company's registration document). The Group makes no commitment to publicly update its forward-looking statements, whether as a result of new information, future events or otherwise.
ABOUT SHOWROOMPRIVE
Showroomprivé is an innovative European player in the online private sales industry, specialized in fashion. Showroomprivé offers a daily selection of more than 3000 brand partners via its mobile apps or website in France and six other countries. Since its launch in 2006, the company has enjoyed quick growth.
Showroomprivé is listed on Euronext Paris (code: SRP) and reported gross revenue of almost €1 billion incl. VAT3 in 2021, and net revenue of €724 million. The Group is headed by David Dayan, the co-founder, and employs over 950 people.
For more information: http://showroomprivegroup.com
CONTACTS
Investor Relations Communication Sylvie Chan Diaz, Investor Relations [email protected]
Anne Charlotte Neau-Juillard, Communication [email protected]
Taddeo [email protected] +33 1 83 97 41 48
3 Gross Merchandise Volume (GMV) is the total amount transactions invoiced, including all taxes. It therefore includes gross online sales, including sales on the Marketplace, other services and other income