AFFECTO PLC -- STOCK EXCHANGE RELEASE -- 18 OCTOBER 2017 at 19.00 EET
THIS RELEASE MAY NOT BE RELEASED, PUBLISHED OR OTHERWISE DISTRIBUTED, IN WHOLE OR IN PART, IN OR INTO, DIRECTLY OR INDIRECTLY, THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW.
PRELIMINARY RESULT OF THE SUBSEQUENT OFFER PERIOD OF CGI NORDIC INVESTMENTS LIMITED’S TENDER OFFER FOR ALL ISSUED AND OUTSTANDING SHARES IN AFFECTO PLC
Further to its voluntary recommended public tender offer, CGI Nordic Investments Limited (the “Offeror”), an indirect wholly-owned subsidiary of CGI Group Inc. (“CGI”), purchased, on 6 October 2017, approximately 94.79 percent of the issued and outstanding shares in Affecto Plc (“Affecto”) that are not owned by Affecto or any of its subsidiaries (the “Tender Offer”). The subsequent offer period of the Tender Offer (the “Subsequent Offer Period”) commenced on 3 October 2017 and expired on 17 October 2017.
The Offeror has today on 18 October 2017 published a press release, according to which:
- According to the preliminary results of the Subsequent Offer Period, the shares tendered during the Subsequent Offer Period represent approximately 1.88 percent of all the shares and voting rights in Affecto (excluding shares owned by Affecto or any of its subsidiaries). Together with the shares tendered during the actual offer period, the shares tendered during the Subsequent Offer Period represent approximately 96.67 percent of all the shares and voting rights in Affecto (excluding shares owned by Affecto or any of its subsidiaries).
- The final result of the Subsequent Offer Period and the Tender Offer will be confirmed and announced on or about 20 October 2017. In respect of the Subsequent Offer Period the settlement of the completion trades of the Tender Offer and the payment of the offer consideration to shareholders is intended to take place on or about 26 October 2017.
- The Offeror's intention is to acquire all the shares in Affecto. The title to over 90 per cent of the issued and outstanding shares in Affecto that are not owned by Affecto or any of its subsidiaries has been transferred to the Offeror in accordance with the terms and conditions of the Tender Offer. As a result thereof, on 10 October 2017, the Offeror initiated redemption proceedings for the remaining Affecto shares under the Finnish Companies Act (624/2006, as amended).
The press release of the Offeror referred to above is attached in its entirety as Appendix 1 to this stock exchange release.
AFFECTO PLC
Board of Directors
ADDITIONAL INFORMATION
For additional information, please contact:
Affecto
Chairperson of the Board, Magdalena Persson
tel. +46 733 920 508
e-mail magdalena.persson@affecto.com
CEO, Heikki Nikku
tel. +358 400 500 782
CGI IN THE NORDICS IN BRIEF
With nearly 8,000 professionals in 55 offices across Denmark, Estonia, Finland, Norway and Sweden, CGI has a strong local presence across the Nordic IT services market. With a deep commitment to being the best in its industry across the Nordics and around the world, CGI serves as a market leader in end-to-end IT and business consulting services, solutions and outsourcing services. CGI's Nordic operation serves thousands of clients in public and private organisations to help them achieve operational efficiencies while harnessing innovation to better serve the digital needs of their customers and citizens.
CGI IN BRIEF
Founded in 1976, CGI Group Inc. is the fifth largest independent information technology and business process services firm in the world. Approximately 70,000 professionals serve thousands of global clients from offices and delivery centers across the Americas, Europe and Asia Pacific, leveraging a comprehensive portfolio of services including high-end business and IT consulting, systems integration, application development and maintenance, infrastructure management as well as 150 IP-based services and solutions. With annual revenue in excess of C$10 billion and an order backlog exceeding C$20 billion, CGI shares are listed on the TSX (GIB.A) and the NYSE (GIB). Website: www.cgi.com
AFFECTO IN BRIEF
Affecto is a Northern European full-stack data house with expertise in data intensive technologies. Affecto's expertise ranges from enterprise information management to artificial intelligence. Affecto creates business value for its customers by helping them become data driven, thus transforming their businesses. Affecto has long term, committed customer relationships with a large number of essential Northern European companies as well as public institutions. Affecto has a local presence with 18 offices forming a powerful grid, and is a unique home for its 1000+ employees.
Appendix 1: Press release of CGI Nordic Investments Limited on 18 October 2017
DISCLAIMER
THIS RELEASE IS FOR GENERAL INFORMATION ONLY AND DOES NOT CONSTITUTE OR FORM PART OF ANY OFFER TO PURCHASE, OR ANY SOLICITATION OF AN OFFER TO SELL OR ANY INVITATION TO PARTICIPATE. INVESTORS MAY ACCEPT THE TENDER OFFER FOR THE SHARES ONLY ON THE BASIS OF THE INFORMATION PROVIDED IN A TENDER OFFER DOCUMENT WHEN AVAILABLE.
THE TENDER OFFER FOR THE SHARES IS NOT BEING AND WILL NOT BE MADE DIRECTLY OR INDIRECTLY IN ANY JURISDICTION WHERE EITHER THE MAKING OF SUCH AN OFFER OR PARTICIPATION THEREIN IS PROHIBITED BY APPLICABLE LAW OR WHICH WOULD REQUIRE FURTHER OFFER DOCUMENTS, REGISTRATION OR OTHER MEASURES IN ADDITION TO THOSE REQUIRED UNDER FINNISH LAW.
ACCORDINGLY, WHEN PUBLISHED, THE TENDER OFFER DOCUMENT AND RELATED ACCEPTANCE FORMS WILL NOT AND MAY NOT BE DISTRIBUTED, FORWARDED OR TRANSMITTED INTO OR FROM ANY JURISDICTION WHERE PROHIBITED BY APPLICABLE LAW OR WHICH WOULD REQUIRE FURTHER OFFER DOCUMENTS, REGISTRATION OR OTHER MEASURES IN ADDITION TO THOSE REQUIRED UNDER FINNISH LAW. IN PARTICULAR, THE TENDER OFFER FOR THE SHARES IS NOT BEING AND WILL NOT BE MADE, DIRECTLY OR INDIRECTLY, IN OR INTO, OR BY USE OF THE POSTAL SERVICE OF, OR BY ANY MEANS OR INSTRUMENTALITY (INCLUDING, WITHOUT LIMITATION, FACSIMILE TRANSMISSION, TELEX, TELEPHONE, E-MAIL OR OTHER FORMS OF ELECTRONIC COMMUNICATION) OF INTERSTATE OR FOREIGN COMMERCE OF, OR ANY FACILITIES OF A NATIONAL SECURITIES EXCHANGE OF, THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG, AND MAY NOT BE ACCEPTED BY ANY SUCH USE, MEANS, INSTRUMENTALITY OR FACILITY FROM OR WITHIN THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG OR BY PERSONS LOCATED OR RESIDENT THEREIN, OR PERSONS (INCLUDING AGENTS, FIDUCIARIES OR OTHER INTERMEDIARIES) ACTING FOR THE ACCOUNT OR BENEFIT OF PERSONS LOCATED OR RESIDENT THEREIN. ANY PURPORTED ACCEPTANCE OF THE TENDER OFFER FOR THE SHARES RESULTING DIRECTLY OR INDIRECTLY FROM A VIOLATION OF THESE RESTRICTIONS WILL BE INVALID.
