Bollène, June 1st, 2022 – 6 :00 pm(CET)
Press Release
For immediate release
Project to transfer the listing of Egide's shares
on the Euronext Growth market in Paris
The Board of Directors of Egide (Euronext Paris - FR0000072373 - GID), held on May 2nd, 2022, has decided to submit to the shareholders, at a combined general meeting to be held on June 30, 2022, the project of transferring the listing of the company's shares to the Euronext Growth market in Paris in the second half of 2022.
Reasons of the transfer
This transfer project aims to enable Egide to be listed on a market more appropriate to the size of the company. The transfer to the Euronext Growth market in Paris would simplify the company's operations and reduce its listing costs, while allowing it to continue to benefit from the advantages of a listing on a financial market.
Transfer requirements
The proposed transfer must be approved by the company's shareholders at a combined general meeting to be held on June 30, 2022, on first notice. The approval of the market operator Euronext is also required prior to the delisting of Egide's shares from the regulated market of Euronext Paris and their listing on the Euronext Growth market in Paris.
Egide meets the eligibility requirements for such a transfer to Euronext Growth, which include a market capitalization of less than €1 billion and a free float of over €2.5 million.
Terms of transfer
This listing by direct admission on Euronext Growth in Paris will be carried out through an accelerated procedure of direct admission to trading of Egide's existing shares, which will cease to be listed on Euronext Paris at the same time. No new shares will be issued on this transfer.
Egide will be supported in its planned transfer to Euronext Growth in Paris by Atout Capital, as Listing Sponsor.
Consequences of the transfer
In accordance with the regulations, the company wishes to inform its shareholders of some of the possible consequences of such a transfer.
In terms of periodic financial information:
- the annual accounts (corporate and consolidated), the management report and the auditors' reports on these accounts would be published no later than four months after the end of the financial year.
- From the 2023 financial year onwards, the half-yearly report, including the half-yearly financial statements and the activity report, would be published within 4 months after the end of the half-year (instead of the 3-month period in force on Euronext) and would no longer be subject to a limited review by the statutory auditors.
- Egide has a free choice of accounting standards (French standards or IFRS) for the preparation of its consolidated accounts. Nevertheless, Egide has decided to continue to prepare its accounts in accordance with IFRS.
Ongoing information:
- As Euronext Growth is an organized multilateral trading facility, Egide would remain subject to the applicable provisions on ongoing market disclosure and more particularly to the provisions of the European Market Abuse Regulation (EU No. 596/2014 of 16 April 2014, known as the "MAR Regulation").
- Egide's managers (and related persons) would continue to be subject to the obligation to report transactions in the company's shares and debt securities.
In terms of protection of minority shareholders:
- Egide would remain subject, for a period of three years from the transfer to Euronext Growth in Paris, to the regime of mandatory public offers and to the maintenance of disclosure requirements relating to the crossing of thresholds as applicable to companies listed on Euronext.
- Beyond this three-year period, the mandatory public offer mechanism would apply, unless an exception is made, if a shareholder, directly or indirectly, alone or in concert, crosses the threshold of 50% of the capital or voting rights. The thresholds for notifying the crossing of thresholds would then also be limited to the crossing of 50% and 95%.
The company draws attention to the fact that the transfer to Euronext Growth in Paris could result in a different trend in the liquidity of the share than that observed on the regulated market of Euronext.
Beyond this, Egide would ensure that it maintains the quality of the relationships it has always sought to establish with its shareholders and investors.
Provisional timetable for the transfer (subject to approval by Euronext Paris)
May 2, 2022: Decision of the Board of Directors to submit to the Annual General Meeting the proposed transfer to Euronext Growth Paris.
June 1st, 2022: Public information on the proposed transfer of listing on Euronext Growth Paris (1st press release).
June 30, 2022: Ordinary General Meeting of Egide and holding of the Board of Directors to implement the transfer of the shares to Euronext Growth. In the event of a favorable vote by the Board of Directors, immediate information to the public on the final decision to transfer the shares (2nd press release). Application to delist the shares from Euronext Paris and application for their direct listing on Euronext Growth Paris.
No earlier than
August 30, 2022: Effective transfer: delisting of the shares from Euronext Paris and listing on Euronext Growth Paris.
The mnemonic code of Egide's shares (GID) would be modified on the transfer to Euronext Growth in Paris. The ISIN code (FR0000072373) would remain unchanged.
In addition, Egide shares will remain eligible for PEA and PEA-PME after the transfer to Euronext Growth in Paris.
About Egide - www.egide-group.com
Egide is a group with an international dimension. specialized in the manufacture of hermetic packages and heat dissipation solutions for sensitive electronic components. It operates in cutting edge markets with strong technology barriers to entry in all critical industry segments (Thermal Imaging. Optronics. High-Frequency. Power Units…). Egide is the only pure player in this market niche with manufacturing bases in France and the United States.
EGIDE is listed on Euronext Paris™- Segment C - ISIN code: FR0000072373
Reuters: EGID.PA – Bloomberg: GID
CONTACTS
EGIDE – Finance Department - Luc Ardon - +33 4 90 30 35 94 – luc.ardon@fr.egide-group.com
FIN’EXTENSO – Press Relations - Isabelle Aprile - +33 6 17 38 61 78 – i.aprile@finextenso.fr
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