Solvac SA : 100 % SUBSCRIPTION TO THE CAPITAL INCREASE FURTHER TO THE SALE OF SCRIPS


Brussels, 18 December 2015 --- SOLVAC announces that the entirety of the non exercised rights at the end of the subscription period has been sold on 18 December 2015 under the form of scrips during the auction procedure organised by Euronext Brussels. The buyers of such scrips have subscribed to 766,652 new shares at the price of EUR 74 per new share.

The total number of new shares issued at the expiry of the offer through the exercise of rights and through acquisition of scrips therefore amounts to 6,107,152 shares, representing 100 % of the maximum number of new shares offered in subscription. The issue of the new shares will take place on 22 December 2015.

The gross proceeds of the offer amounts, at the expiry of the subscription period and of the sale of scrips, to EUR 451,929,248.

The payment of the subscription price for the new shares is expected at the latest on 22 December 2015.

The sum of EUR 4 per scrip due to holders of non exercised rights amounts shall be paid in principle prior to 31 December 2015.

SOLVAC is very satisfied with the results of the Offer and thanks its existing and new shareholders for the trust that they expressed. SOLVAC confirms having fully subscribed to the capital increase launched by SOLVAY.

The newly issued shares shall be traded on the regulated market of Euronext Brussels as from 22 December 2015 (ISIN code: BE0003545531).

 

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This press release does not constitute an offer to sell, or an offer to subscribe for or purchase securities in the United States. The securities referred to herein have not been and shall not be registered under the United States Securities Act of 1933, as amended, and cannot be offered, exercised or sold in the United States in the absence of registration or an exemption from applicable registration. SOLVAC does not intend to register any part of the offer in the United States or make a public tender offer for securities in the United States.

The issue, exercise or sale of securities within the framework of the offer are subject to specific legal or regulatory restrictions in certain States. SOLVAC shall not be held liable for any violation by anyone with regard to these restrictions.

The information contained herein does not constitute and is not part of an offer to sell or a solicitation of an offer to purchase, and there shall be no sale of the securities to which reference is made herein in the States in which such offer, solicitation or sale may be illegal. The distribution of this document may be restricted by applicable law or regulation in some countries. Consequently, persons coming into possession of this document must be aware of such restrictions and respect them.

SOLVAC does not anticipate authorising the offer of the securities to the public in Member States of the European Economic Area other than Belgium and France. Concerning all Member States of the European Economic Area other than Belgium and France and that transposed the Prospectus Directive (each one a "Relevant Member State"), no measures for making a public securities offering requiring the publication of a prospectus in such Relevant Member State shall be taken, and no such measure has been taken in such a Relevant Member State. Consequently, it is provided that the securities may only be offered in a Relevant Member State (a) to a legal person that is a qualified investor as defined under Article 2(1)(e) of the Prospectus Directive; (b) to fewer than 150 natural or legal persons, other than qualified investors, by the Member State, or (c) under any other circumstances that do not require the publication by SOLVAC of a prospectus in accordance with Article 3 of the Prospectus Directive. For the purposes of this paragraph, the expression "offer of securities to the public" means notification sent in any form and by any means presenting sufficient information on the conditions of the offer and the securities on offer, in such way as to enable an investor to decide to exercise, purchase or subscribe said securities, as such may vary within a Member State, in accordance with the measure transposing the Prospectus Directive in said Member State.

This communication is intended for (i) persons outside of the United Kingdom, or (ii) inside the United Kingdom, persons with professional experience concerning the investments covered by Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion), Order 2005, as amended (the "Order"), or that are "high net worth entities", and other persons for whom it may be legally intended, covered by Article 49(2) of the Order (said persons, collectively, being the "Relevant Persons"). Any investment or any investment activity concerned by this communication shall be solely accessible to, and shall be solely conducted with, Relevant Persons. Any person who is not a Relevant Person cannot act or base himself upon this document or its contents.


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