Albioma : Changes to Albioma’s Board of Directors

PRESS RELEASE

Paris La Défense, 4 August 2022

Changes to Albioma’s Board of Directors

Following the friendly Tender Offer by KKR, whose results were published on 1 August 2022, Albioma announces several appointments by co-optation to its Board of Directors in order to reflect the change to its shareholder base.

The Board of Directors, chaired by Frédéric Moyne, has taken note of the resignations from their office as directors of Frank Lacroix, Jean-Carlos Angulo and Bpifrance Investissement, represented by Sébastien Moynot, and has co-opted three new members, namely, Vincent Policard, Ryan Miller and Shreya Malik.

In compliance with the investment agreement¹ concluded on 13 May 2022, Bpifrance will be appointed to the Kyoto TopCo supervisory committee, an entity that exercises control over Kyoto BidCo, the offeror that will control Albioma after the settlement-delivery of the Offer on 11 August 2022.

Following the change in the composition of the Board of Directors, which will take effect on 11 August 2022, Albioma’s Board of Directors will comprise the following seven members:

• Frédéric Moyne, Chairman of the Board*
• Pierre Bouchut*
• Florence Lambert*
• Shreya Malik
• Ryan Miller
• Vincent Policard
• Ulrike Steinhorst*
  
  

Frédéric Moyne, Albioma Chairman and Chief Executive Officer, offers his sincere thanks to Jean-Carlos Angulo, Frank Lacroix and Sébastien Moynot for their commitment and for the quality of their work throughout their mandates.

Vincent Policard

Vincent Policard, 48, is a Partner and Co-Head of European Infrastructure. He joined KKR in 2012 and has been actively involved in a number of infrastructure investments including Renvico, Coriance, ELL, Deutsche Glasfaser, Q Park, Hivory and Hyperoptic. Prior to joining KKR, he spent over a decade at Morgan Stanley, most recently as an executive director of the infrastructure fund team. A French national, Vincent Policard graduated from HEC Paris and IEP Paris, and holds a Masters of Law from the Université Paris II Assas. He is a board member of Q Park, Hivory, Hyperoptic, X-Elio and Telxius.

Ryan Miller

Ryan Miller, 37, joined KKR in 2016 and is a member of the Energy & Infrastructure team. He has been actively involved in KKR’s investments in Viridor, Q-Park, South Staffordshire plc, FlowStream Commodities, iGas and the Acteon Group. Prior to joining KKR, he was the commercial manager at Genel Energy and spent five years at First Reserve in London and Metalmark Capital in New York. Ryan Miller began his career in investment banking at Merrill Lynch and holds a B.S. in Finance and French from Schreyer Honors College of the Pennsylvania State University. A dual British-American national, he serves as a board member of Q-Park and Acteon Group.

Shreya Malik

Shreya Malik, 36, is a Director on the Infrastructure team. She joined KKR in 2021 and spent over a decade at Partners Group, most recently as Senior Vice-President of its infrastructure funds team. Shreya Malik holds a master’s degree in Finance from the University of Oxford and a B.A. Hons. in Statistics and Economics from the University of Mumbai. A British national, she previously served as a board member for Partners Group portfolio companies Gren, Telepass and Greenlink.

Warning:

This press release does not constitute an offer to acquire shares.

This release was prepared for informative purposes only. It does not constitute an offer to the public. The circulation of this release, the offer and its acceptance can be the subject of specific regulations or restrictions in some countries. The offer is not intended for those who are subject to such restrictions, neither directly nor indirectly, and is not likely to be the subject of any acceptance in a country where the offer would be the object of such restrictions. This release is not intended to be circulated in these countries. Consequently, those in possession of this release are advised to inform themselves about local restrictions that may be applicable and to conform to these.

The initiator and Albioma accept no responsibility for any potential violation of these restrictions.

It is anticipated that the bid will be open to the United States of America in compliance with Section 14(e) and Regulation 14E of the U.S. Securities Exchange Act of 1934, as it was modified (the “U.S. Exchange Act”), and in compliance with the exceptions set by Rule 14d-1(d) of the U.S. Exchange Act.

Forward-looking statements:

This release contains forward-looking statements. These can be identified through the use of terms such as “prospects”, “believe”, “think”, “expect”, “potential”, “continue”, “can”, “should”, “seek”, “around”, “predict”, “intend”, “will be”, “plan”, “estimate”, “anticipate”, the negative use of these terms, other comparable terms or statements that do not strictly relate to real proven facts, including but not limited to, statements related to: the proposed transaction; the operation of the acquired company after effecting the transaction; the growth opportunities and other synergies resulting from the transaction; and the expected time of effecting the proposed transaction. Forward-looking statements are based on KKR’s beliefs, hypotheses, and expectations, considering all the information currently at its disposal. These beliefs, hypotheses and expectations can evolve following numerous events or factors, which are not all known to KKR, nor under its control. If a change occurs, KKR’s activities, financial situation, liquidities, and operational results can vary markedly from those expressed in projected statements. The following factors, amongst others, could have an impact on real results compared to forward-looking statements: the inability to reap expected benefits of the proposed transaction in the expected period; unforeseen liabilities, integration costs and other supplementary costs related to the proposed transaction and to the calendar; the availability and the cost of financing the proposed transaction; changes in Albioma’s activities; any delays or difficulties in obtaining the required authorisation; the inability to effect the transaction; the ability of the acquired company to maintain commercial relationships after the proposed transaction; the inability to reap the benefits or effect the changes in the commercial strategies of KKR or of the acquired company, including the capacity to execute the anticipated synergies, strategic partnerships or other transactions; the availability, methods and distribution of capital; the availability of qualified personnel and the recruitment and retention fees of such personnel; and the increased competition. 

All forward-looking statements are only valid at the date of this press release. KRR expressly accepts no obligation nor commitment to update forward-looking statements to reflect circumstances or events arising after the date at which these statements were made, unless demanded by law or regulations in force. Past performance does not anticipate future results. This press release does not constitute an offer of sales nor the invitation of an offer to purchase shares in any jurisdiction.

¹ The main terms and conditions of the investment agreement are described in paragraph 1.3.2 of the offeror’s Offer Document published on Albioma’s website.

Attachment

• Changes to Albioma’s Board of Directors