Groupe Berkem Announces the Appointment of Paper Audit & Conseil as Independent Expert Within the Framework of the Simplified Tender Offer Project
04 Septembre 2024 - 7:30AM
Business Wire
Regulatory News:
Groupe Berkem (ISIN code: FR00140069V2 – ticker: ALKEM) (the
“Company”), a leading player in bio-based chemistry,
announces the appointment of Paper Audit & Conseil, represented
by Mr. Xavier PAPER (see contact below), as independent expert to
prepare a report on the financial terms of the simplified tender
offer project (the “Offer”), followed by a mandatory
squeeze-out if the conditions are met, to be filed by Kenerzeo1
before the end of September 2024 and related to the outstanding
shares of Groupe Berkem it will not hold.
This communication follows those of July 18, 2024 and July 31,
2024, in which the Company announced, among other things, that it
would appoint an independent expert within the framework of the
Offer project.
The Board of Directors of Groupe Berkem, which met on July 17,
2024, set up an ad hoc committee made up of Mr. Michael WOOD, Mr.
Thierry LAMBERT and Mrs. Karen LE CANNU, independent directors.
On September 3, 2024, the Company's Board of Directors, on the
recommendation of its ad hoc committee, and in application of
article 261-1, I, 1°, 2° and 4° and article 261-1, II of the AMF's
General Regulations, appointed Paper Audit & Conseil,
represented by Mr. Xavier PAPER, as independent expert to prepare a
report on the financial terms of the Offer and the mandatory
squeeze-out if the latter is implemented.
After reviewing this report, including the independent expert's
fairness opinion, the Company's Board of Directors will issue a
reasoned opinion on the merits of the Offer and its consequences
for the Company, its shareholders and its employees. This reasoned
opinion, prepared based on the report drawn up by the independent
expert and the opinion of the employee representative bodies, will
be reproduced in the draft response memorandum prepared by the
Company, and will be the subject of a press release.
Kenerzeo intends to implement a mandatory squeeze-out at the end
of the Offer if the Company’s minority shareholders who have not
tendered their shares to the Offer represent less than 10% of
Groupe Berkem’s share capital and voting rights.
ABOUT GROUPE BERKEM Founded in 1993 by Olivier Fahy,
Chairman and Chief Executive Officer, Groupe Berkem is a leading
force in the bio-based chemicals market. Its mission is to advance
the environmental transition of companies producing the chemicals
used in everyday life (Construction & Materials, Health, Beauty
& Nutrition, Hygiene & Protection, and Industry). By
harnessing its expertise in both plant extraction and innovative
formulations, Groupe Berkem has developed bio-based boosters—unique
high-quality bio-based solutions augmenting the performance of
synthetic molecules. Groupe Berkem achieved revenue of €51.9
million in 2023. The Group has almost 250 employees working at its
head office (Blanquefort, Gironde) and 5 production facilities in
Gardonne (Dordogne), La Teste-de-Buch (Gironde), Chartres
(Eure-et-Loir), Tonneins (Lot-et-Garonne) and Valence (Spain).
Groupe Berkem has been listed on Euronext Growth Paris since
December 2021 (ISIN code: FR00140069V2 - ALKEM).
www.groupeberkem.com
DISCLAIMER
This press release must not be published, broadcast or
distributed, directly or indirectly, in any country in which the
distribution of this information is subject to legal restrictions.
Consequently, persons in the countries where this press release is
released, published or distributed are required to inform
themselves about and to observe any such restrictions.
This press release contains forward-looking statements that are
based on reasonable assessments or assumptions as of the date of
the press release, which may change or be modified as a result, in
particular, of hazards or uncertainties and risks associated with
the economic, financial, regulatory and competitive environment,
the risks set out in the 2023 Annual Financial Report and any
unknown or immaterial risks that may arise in the future. The
Company undertakes to publish or communicate any corrections or
updates to these items as part of the periodic and ongoing
information obligation to which all listed companies are
subject.
1 Simplified joint-stock company (RCS 928 791 813) with
Kenercy, Limited liability company (RCS 804 788 503) with Olivier
FAHY as manager, as Chairman.
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INDEPENDANT EXPERT CONTACT Paper Audit & Conseil Mr.
Xavier Paper 11, place du Général Catroux 75017 Paris – France Tél
: +33 (0)1 45 77 94 22 xpaper@xavierpaper.com
Groupe Berkem Olivier Fahy,
Chairman and CEO Anthony Labrugnas, Chief Financial Officer
Phone: +33 (0)5 64 31 06 60 investisseurs@berkem.com
NewCap Investor Relations
Mathilde Bohin / Nicolas Fossiez
Phone: +33 (0)1 44 71 94 94 berkem@newcap.eu
NewCap Media Relations
Nicolas Merigeau
Phone: +33 (0)1 44 71 94 94 berkem@newcap.eu
Groupe Berkem (EU:ALKEM)
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