Crédit Agricole Assurances announces the launch of an accelerated placement of shares
French Games
November 19, 2024 – Crédit Agricole Assurances (“CAA”), which currently holds, via its wholly-owned subsidiaries Predica and Crédit Agricole Assurances Retraite, a stake of approximately 10.2 million Française des Jeux (“FDJ”) shares, there “Company”), representing approximately 5.5% of the capital and 7.3% of the voting rights of the Company, announces the launch, via Predica, of the sale of 4,073,436 FDJ ordinary shares (the “Actions”), representing approximately 2.2% of the Company’s capital. These Shares will be placed with qualified investors through an accelerated bookbuilding process (the “Placement”).
CAA has been a shareholder of Française des Jeux since its IPO in November 2019, supporting the Company throughout its development, notably the recent success of the acquisition of Kindred. FDJ thus becomes an international player in the gambling sector. The Placement is part of CAA's strategy to rationalize its investment portfolio. Following the Placement, CAA will hold approximately 3.3% of the capital and 4.5% of the voting rights of the Company. CAA will continue to serve on the Company's Board of Directors.
CAA has entered into a forbearance and lock-up agreement with Crédit Agricole Corporate and Investment Bank (the “Global Coordinator and Bookrunner”) in respect of the FDJ shares held at the end of the Placement, for a period of 90 days, from the settlement-delivery date of the Placement (subject to certain usual exceptions).
The Placement will begin immediately following this announcement. The final terms of the Placement will be determined and announced after the end of the order book construction process.
Settlement and delivery of the Placement is expected to take place on November 22, 2024.
FDJ shares are listed on the regulated market of Euronext in Paris (ISIN code: FR0013451333).
This press release does not constitute or form part of an offer or solicitation to purchase FDJ shares, and the Placement cannot under any circumstances constitute an offer to the public (other than to institutional investors) in any jurisdiction, including in France.
Crédit Agricole Corporate and Investment Bank acts as sole Global Coordinator and Bookrunner of the Placement.
About Crédit Agricole Assurances
Crédit Agricole Assurances, the leading insurer in France, is the company of the Crédit Agricole group which brings together all the insurance businesses of Crédit Agricole SA Crédit Agricole Assurances offers a range of products and services in savings, retirement, health, protection and insurance goods. They are distributed by the banks of the Crédit Agricole group in France and in 9 countries around the world, and are aimed at individual, professional, farmer and corporate customers. Crédit Agricole Assurances has 5,800 employees. Its turnover (“non-GAAP”) at the end of 2023 amounts to 37.2 billion euros.
www.ca-assurances.com
Contacts presse
Nicolas Leviaux +33 (0)1 57 72 09 50 / 06 19 60 48 53
Julien Badé +33 (0)1 57 72 93 40 / 07 85 18 68 05
[email protected]
Warning
This press release is provided for information purposes only and does not constitute an offer to sell or an offer to purchase or subscribe for any financial security, nor the solicitation of a purchase or subscription order, in any any country and does not constitute a public offer to persons other than qualified investors in any jurisdiction, including France.
The sale of FDJ shares does not constitute an offer to the public and the offer of the company's shares is aimed exclusively at qualified investors, including in France.
No communication or information relating to the sale by Crédit Agricole Assurances of FDJ shares may be disseminated to the public in a country in which registration or approval is required. No action has been taken or will be taken in any country in which such action would be required. The offer and sale of FDJ shares on behalf of Crédit Agricole Assurances may be subject to specific legal or regulatory restrictions in certain countries. Crédit Agricole Assurances, its shareholders and their respective affiliates assume no liability for the violation by any person of these restrictions.
European Economic Area
This press release constitutes a promotional communication and not a prospectus within the meaning of Regulation (EU) No. 2017/1129 of the European Parliament and of the Council of June 14, 2017, as amended (the “ Prospectus Regulations »).
With regard to the Member States of the European Economic Area other than France (the “ Member States “), no action has been taken or will be taken to enable a public offering of securities requiring the publication of a prospectus in one of these Member States. In Member States, this press release and any offers that may result from it are intended exclusively for “qualified investors” within the meaning of Article 2(e) of the Prospectus Regulation.
France
In France, the offer of shares of the company FDJ will be made as part of a private placement in the form of accelerated bookbuilding to qualified investors only within the meaning of article 2(e) of the Regulation. Prospectus and in compliance with the legal and regulatory provisions applicable in France. There will be no public offer in any country (including France) in relation to FDJ shares.
United Kingdom
Accordingly, this announcement is only being distributed to, and is directed only to, persons in the United Kingdom who (i) are investment professionals within the meaning of section 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as for the time being in force, hereinafter the “ Financial Promotion Order “), (ii) are referred to in Article 49(2) (a) to (d) (“high net worth companies, unincorporated associations etc.”) of the Financial Promotion Order, (iii) are outside the United Kingdom Uni, or (iv) are persons to whom an invitation or inducement to engage in investment activities (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or the transfer of any transferable securities, may be legally communicated, directly or indirectly (all these persons being referred to together, the “ Authorized Persons “). This press release is addressed to Authorized Persons only and may not be used by any person other than an Authorized Person. Any person other than an Authorized Person must refrain from using or relying on this press release and the information it contains.
Any investment or investment activity to which this document relates is only accessible to Authorized Persons and will only be carried out with Authorized Persons. Any person who does not meet the definition of an Approved Person should not act or rely on this document or its contents.
In relation to the United Kingdom, financial instruments may not be offered or sold without the publication of a prospectus in the United Kingdom, or an exemption from such publication in accordance with Regulation (EU) 2017/1129 as set out in the United Kingdom. amended, to the extent that it forms part of domestic law under the European Union (Withdrawal) Act 2018 (the “ UK Prospectus Regulations “). Therefore, this document is addressed exclusively to persons who are “qualified investors” as defined in (e) of Article 2 of the UK Prospectus Regulation.
This press release does not constitute a prospectus approved by the Financial Conduct Authority or any other regulatory body in the United Kingdom within the meaning of Section 85 of the Financial Services and Markets Act 2000.
UNITED STATES
This press release does not constitute an offer to sell securities or any solicitation of an offer to purchase or subscribe for securities in the United States of America. The shares, or any other financial security, may only be offered or sold in the United States of America following registration under the US Securities Act of 1933, as amended (the “ Securities Act “), or as part of an exemption from this registration obligation. The shares of the company FDJ have not been and will not be registered within the meaning of the Securities Act and Crédit Agricole Assurances does not intend to register the offer in whole or in part in the United States of America nor to make a public offering in the United States of America.
Australia, Canada, Japan and South Africa
FDJ shares cannot and will not be offered, sold or acquired in Australia, Canada or Japan. The information contained in this press release does not constitute an offer of securities in Australia, Canada, Japan or South Africa.
The distribution of this press release may, in certain countries, be subject to specific regulations. No action has been taken by Crédit Agricole Assurances that would permit an offering of FDJ shares or the possession or distribution of this press release in any jurisdiction where such action is required. Accordingly, persons present in these countries and in which the press release is disseminated, published or distributed must inform themselves of and comply with these laws and regulations. Any violation of such restrictions could constitute a violation of applicable securities regulations in such jurisdictions.
Any investment decision to purchase FDJ shares should be made solely on the basis of publicly available information regarding FDJ. This information is not the responsibility of Crédit Agricole Assurances and has not been independently verified by Crédit Agricole Assurances.
The Global Coordinator and Bookrunner acts on behalf of Crédit Agricole Assurances (to the exclusion of any other person) in connection with the placement and cannot be held liable in any way towards any other person. as Crédit Agricole Assurances, whether in respect of the guarantees granted to the clients of the Global Coordinator and Bookrunner or in respect of the provision of advice relating to the investment.
Neither the Global Coordinator and Bookrunner, nor any of its directors, officers, employees, advisors or agents accept responsibility, or make any representation or warranty, express or implied, regarding the accuracy or completeness of the information. contained in this press release (or if any information has been omitted from this press release) or any other information relating to FDJ, Crédit Agricole Assurances, in written, oral or visual or electronic form, regardless of the mode of transmission or making available or for any loss resulting from the use of this press release or its contents or otherwise.
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20241119 – CAA – Launch press release – vF
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