Ǵ

scene-06

Ǵ successfully issues €750 million in bonds exchangeable into ordinary shares of Bureau Veritas, due in 2026

Published : 25.04.2023
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Ǵ wishes to maintain a significant exposure to Bureau Veritas and is confident in the upside potential of BV’s share price. Ǵ has thus decided to issue bonds with a par value of c. €750 million, exchangeable into BV shares, as an efficient funding source. The bonds will be exchangeable at a premium of 25% over the reference price of the shares and will bear interest at 2.625%.

Ǵ reaffirms its full support for Bureau Veritas’s strategy. At the conclusion of the bond issue, Ǵ will maintain control of Bureau Veritas and will continue to work closely on strategy with Bureau Veritas’s management team. In the event all of the bonds are exchanged for shares, Ǵ will maintain a stake of c. 30.6% in Bureau Veritas and will hold c. 46.1% of its voting rights. This level of investment will enable Ǵ to remain a significant shareholder of Bureau Veritas.

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The following pages include information pertaining to the project of a capital market transaction of Ǵ.

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Disclaimer

Access to the information available in the following pages may be restricted in certain countries by applicable laws and regulations. Persons who are physically located in those jurisdictions and who would like to access the information available in the following pages must inform themselves about and observe such restrictions.

France

In France, the information available in the following pages may be freely accessed by French residents who are physically located in France.

European Economic Area

With respect to each Member State of the European Economic Area other than France (the “Relevant Member State”), the information available in the following pages is directed only at qualified investors as defined in Article 2 (e) of the Regulation (EU) 2017/1129 of the European Parliament and the Council of June 14, 2017, as amended (the “Prospectus Regulation”).
These restrictions with respect to any Relevant Member State apply in addition to any other restrictions which may be applicable in the Relevant Member State.
No action has been undertaken or will be undertaken to make available bonds issued by Ǵ to any retail investor in the European Economic Area. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling bonds issued by Ǵ or otherwise making them available to retail investors in the European Economic Area has been prepared and therefore offering or selling the bonds referred to in the following pages or otherwise making them available to any retail investor in the European Economic Area may be unlawful under the PRIIPs Regulation.

United Kingdom

In the United Kingdom, the information available in the following pages is directed only at qualified investors as defined in Article 2 (e) of Regulation (EU) 2017/1129 as it forms part of domestic law in the United Kingdom by virtue of the European Union (Withdrawal) Act 2018.
No action has been undertaken or will be undertaken to make available bonds issued by Ǵ to any retail investor in the United Kingdom. Consequently, no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic laws by virtue of the European Union (Withdrawal) Act 2018 (the “UK PRIIPs Regulation”) for offering or selling bonds issued by Ǵ or otherwise making them available to retail investors in the United Kingdom has been prepared and therefore offering or selling the securities referred to in the following pages or otherwise making them available to any retail investor in the United Kingdom may be unlawful under the UK PRIIPs Regulation.
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The information available in the following pages does not constitute an offer to sell, nor a solicitation of offers to purchase or subscribe for, securities in the United States. The securities referred to therein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act) absent registration or an applicable exemption from the registration requirements of the Securities Act. Ǵ does not intend to register any portion of the proposed offering in the United States or to conduct a public offering in the United States.

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The information available in the following pages may not be accessed by persons located in Australia, Canada, Japan or South Africa.

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All persons residing outside of France and outside of the European Economic Area, United States, Australia, Canada, Japan or South Africa who wish to access the documents contained on this website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this website, or require registration or approval for any acquisition of securities by them. No such registration or approval has been obtained in France or outside France. Ǵ assumes no responsibility if there is a violation of applicable law and regulations by any person.
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IMPORTANT INFORMATION

The materials contained herein are not for general release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America, Australia, Japan, Canada or any other jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction. Access to the information and documents on this portion of the website is restricted for regulatory reasons. You are requested to review the following information and make the following confirmation each time you seek to access this restricted information. Your confirmation must be true and accurate.

The information contained in this section of the website of Ǵ (the “Seller”) (a) is only intended for, and may only be accessed by, or distributed or disseminated, directly or indirectly, in whole or in part, to persons resident and physically present outside the United States of America (including its territories and possessions, any state of the United States and the District of Columbia, the “United States”), Australia, Canada, or Japan, and resident and physically present in a jurisdiction where to do so will not constitute a violation of the local securities laws or regulations of such jurisdiction, and (b) does not constitute an offer to sell or the solicitation of an offer to buy or acquire any securities of the Bureau Veritas (the “Company”) in the United States, Australia, Canada, Japan, or any other jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction.

The securities of the Company referred to in this section of the website (the “Securities”) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or with any securities regulatory authority of any state of the United States for offer or sale as part of their distribution and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. The Securities have not been and will not be registered under the applicable securities laws of Australia, Canada or Japan, or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold to or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Canada, Japan or any other jurisdiction in which it would be unlawful or would require registration or other measures.

Access to the information contained on this portion of the website may be illegal in certain jurisdictions, and only certain categories of persons may be authorized to access such information and documents. All persons who wish to have access to the documents contained in this section of the Seller’s website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this section of the website, or require registration or approval for any acquisition of securities by them. No such registration or approval has been or will be obtained. The Seller assumes no responsibility if there is a violation of applicable law and regulations by any person.

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I therefore certify that:

  1. I am resident and physically present in a country outside the United States, Australia, Canada and Japan;
  2. I am authorized to access the information and documents contained on this portion of the website without being subject to any legal restriction and without any further action required by the Seller;
  3. I will not transmit or otherwise send any information contained in this website to publications with a general circulation in the United States; and
  4. I have read, understand and agree to comply with all of the restrictions set forth above.
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DISCLAIMER – IMPORTANT

Due to applicable legal restrictions, the information contained in this section of the website is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America, Australia, Canada or Japan, or any other jurisdiction in which such release, publication or distribution would be unlawful. We apologize for any inconvenience this may cause.

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IMPORTANT INFORMATION

Access to the information and documents on this portion of the website is restricted for regulatory reasons.  

You are requested to review the following information and make the following confirmation each time you seek to access this restricted information. Your confirmation must be true and accurate.

Please enter your country of residence :

Next

IMPORTANT INFORMATION

The materials contained herein are not for general release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America, Australia, Japan or any other jurisdiction where to do so would constitute a violation of the relevant laws or regulations of such jurisdiction. Access to the information and documents on this portion of the website is restricted for regulatory reasons. You are requested to review the following information and make the following confirmation each time you seek to access this restricted information. Your confirmation must be true and accurate.

The information contained in this section of the website of Ǵ SE, parent company of Eufor SAS (together “Ǵ”) (a) is only intended for, and may only be accessed by, or distributed or disseminated, directly or indirectly, in whole or in part, to persons resident and physically present outside the United States of America (including its territories and possessions, any state of the United States and the District of Columbia, the “United States”), Australia, or Japan, and resident and physically present in a jurisdiction where to do so will not constitute a violation of the local securities laws or regulations of such jurisdiction, and (b) does not constitute an offer to sell or the solicitation of an offer to buy or acquire any securities of the Bureau Veritas (the “Issuer”) in the United States, Australia, Japan, or any other jurisdiction where to do so might constitute a violation of the local securities laws or regulations of such jurisdiction.

The securities of the Issuer referred to in this section of the website (the “Securities”) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”) or with any securities regulatory authority of any state of the United States for offer or sale as part of their distribution and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States.  The Securities have not been and will not be registered under the applicable securities laws of Australia or Japan, or any other jurisdiction in which it would be unlawful or would require registration or other measures, and therefore may not be offered or sold to or for the account or benefit of any person having a registered address in, or located or resident in, Australia, Japan or any other jurisdiction in which it would be unlawful or would require registration or other measures.

Access to the information contained on this portion of the website may be illegal in certain jurisdictions, and only certain categories of persons may be authorized to access such information and documents.  All persons who wish to have access to the documents contained in this section of Ǵ’s website should first ensure that they are not subject to local laws or regulations that prohibit or restrict their right to access this section of the website, or require registration or approval for any acquisition of securities by them.  No such registration or approval has been or will be obtained.  Ǵ assumes no responsibility if there is a violation of applicable law and regulations by any person.

If you are not permitted to view materials on this webpage or are in any doubt as to whether you are permitted to view these materials, please exit this webpage.

I therefore certify that:

  1. I am resident and physically present in a country outside the United States, Australia and Japan;
  2. I am authorized to access the information and documents contained on this portion of the website without being subject to any legal restriction and without any further action required by Ǵ;
  3. I will not transmit or otherwise send any information contained in this website to publications with a general circulation in the United States; and
  4. I have read, understand and agree to comply with all of the restrictions set forth above.
I confirm
I cannot confirm

DISCLAIMER – IMPORTANT

Due to applicable legal restrictions, the information contained in this section of the website is restricted and is not for release, publication or distribution, directly or indirectly, in whole or in part, in or into the United States of America, Australia or Japan, or any other jurisdiction in which such release, publication or distribution would be unlawful.  We apologize for any inconvenience this may cause.

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