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.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240903573852/en/
Contacts:
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
