Canon Declares Hostile Corp Takeover Of I.R.I.S. Group

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Date: Thursday March 28, 2013 09:40:14 am
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    Canon Declares Hostile Corp Takeover Of I.R.I.S. Group

    IRIS GROUP : Canon declares public takeover bid for I.R.I.S. Group SA unconditional
    Canon declares public takeover bid for I.R.I.S. Group SA unconditional Mandatory reopening starts on 27 March 2013 LONDON, 26 March 2013 Reference is made to the joint press release of Canon and I.R.I.S. Group SA of 6 February 2013 announcing the opening of Canon’s public takeover bid for all shares, warrants and stock options of I.R.I.S. Group SA.

    Canon, world-leader in imaging solutions, via its subsidiary Canon Europa N.V., today announced that, at the close of the initial acceptance period of its public takeover bid for I.R.I.S. Group SA on 20 March 2013, 91.05% of all shares of I.R.I.S. Group are held by Canon.

    All conditions of the public takeover bid have been fulfilled and the bid is now unconditional. This represents an important milestone in the close relationship between Canon and I.R.I.S. Group, as Canon focuses on accelerating growth in its solutions and services business.

    Mandatory reopening and squeeze-out

    Shareholders who have not yet tendered their shares will have the opportunity to do so during a mandatory reopening of the bid starting on 27 March 2013 and ending on 17 April 2013. Shareholders can tender their shares in the same manner and under the same conditions as during the initial acceptance period, as set out in the offer prospectus. The offer price per share is EUR 44.50, and the price for the different warrants and stock options is mentioned in the offer prospectus.

    If, at the end of the mandatory reopening period, Canon holds at least 95% of the shares, it intends to launch a squeeze-out process.

    Full details of the bid are covered in the offer prospectus and the memorandum in reply prepared by the board of directors of I.R.I.S. Group SA that are published on the website of I.R.I.S. Group (www.iriscorporate.com) and of ING Belgium (www.ing.be). The prospectus can also be sent without charge upon request by telephone from ING Belgium SA/NV at +32 2 464 60 02 (French) or at +32 2 464 60 04 (English).

    The prospectus and the memorandum in reply, which have both been approved by the FSMA on 5 February 2013

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