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The Operation

Structure of the Offering 

It is expected that the offering of the shares will be carried out as part of a global offering (the “Offering”), including:

  • An offering to the public in France in the form of an open price offer, mainly intended for individuals (the “French Public Offering”),
  • A global placement (the “International Offering”), intended primarily for institutional investors, comprising:
    • a placement in France; and
    • an international private placement in certain other countries, including in the United States in reliance on Rule 144A (“Rule 144A“) under the U.S. Securities Act of 1933, as amended (the “Securities Act“) to “qualified institutional buyers” that are also “qualified purchasers” as defined in Section 2(a)(51) under the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act“), and outside of the United States in reliance on Regulation S under the Securities Act.

Concurrently with the Offering, the Company will implement an offer of ordinary shares reserved to the employees and assimilated beneficiaries, within the framework of the employee savings plan (plan d’épargne d’entreprise) of the Company, and of the companies of the Group, of which the Company directly or indirectly holds the majority of the share capital or of AISL 2, outside of France and which are members of the international group savings plan (the “Employee Offering”). The Employee Offering will be carried out through a reserved capital increase in accordance with the provisions of articles L. 3332-18 et seq. of the French Labor Law Code and through a capital increase reserved to a defined category of beneficiaries, in accordance with article L. 225-138 of the French commercial code, for the employees of AISL 2 and  others employees of the Group whose participation in the Employee Offering could be subject to specific eligibility conditions in accordance with local applicable regulations.  In accordance with article L. 3332-19 of the French Labor Code, the subscription price of the Company’s share within the framework of the Employee Offering (the “Employee Offering Price”) will be equal to the Offering Price, less a 30% discount.  

 

Size of the Offering

  • Primary offering: issuance of new ordinary shares in an amount of approximately €350 million (representing a maximum of 17,500,000 new ordinary shares, based on the low end of the indicative price range), and a maximum of 20,125,000 newly issued ordinary shares in the event of the exercise in full of the Over-Allotment Option
  • Secondary offering: Mr Alain Rauscher, Chief Executive Officer and Chairman of the Board of Directors and Mr. Mark Crosbie, Deputy Chief Executive Officer and Vice-Chairman of the Board of Directors (the “Selling Shareholders”) will sell, based on the low end of the indicative offering price range, up to 10,000,000 ordinary shares, which may be increased up to 11,500,000 ordinary shares in case of full exercise of the over-allotment option.
  • Over-allotment option for the issuance of additional new shares by the Company and the sale of additional existing shares by the Selling Shareholders, representing a maximum of 15% of the aggregate number of initially sold shares and new shares (i.e. a maximum of 2,625,000 additional new shares and 1,500,000 additional existing shares based on the low end of the indicative Offering Price range). The number of Optional Sale Shares sold by each of the Selling Shareholders will be identical (i.e. 750,000 Optional Sale Shares for LB Capital and 750,000 for Mr. Mark Crosbie). In case of partial exercise of the Over-Allotment Option, the number of Optional Shares to be issued by the Company or sold by the Selling Shareholders will be reduced proportionally.

 

Information relative to the listing

Euronext Paris – Compartiment A

Ticker: ANTIN

Label of shares : Antin

Code ISIN : FR0014005AL0

 

Indicative price range 

The indicative offering price range for the Offering is between €20.00 and €24.00 per share, as decided by the Board of Directors of the Company of September 14, 2021. The indicative offering price range may be modified at any time up to and including the date of the determination of the offering price.

 

Subscription period

The Offering starts on September 15, 2021. The French Public Offering is expected to close on September 22, 2021 at 5:00 p.m. (Paris time) for orders placed at branches of financial institutions and at 8:00 p.m. (Paris time) for orders placed online. The International Offering is expected to close on September 23, 2021 at 12:00 p.m.(Paris time).







Indicative Calendar


15 September 2021

– Approval of the AMF on the Prospectus

15 September 2021

 – Press release announcing the Offering and the procedure by which the Prospectus has been made available to the public 

 – Publication by Euronext Paris of a notice relating to the opening of the French Public Offering 

 – Opening of the Offering and the Employee Offering

22 September 2021

– Closing of the Employee Offering

– Closing of the French Public Offering at 17.00 (Paris time) for the subscriptions placed in person and at 20.00 (Paris time) for the subscriptions placed online

23 September 2021

 – Closing of the International Offering at 13.00 (Paris time)

 – Determination of the Offering Price and of the Employee Offering

 – Price Completion of the Reorganization transactions

 – Signature of the Underwriting Agreement

 – Press release announcing the price of the Offering and the results of the Offering 

 – Publication by Euronext Paris of a notice relating to the results of the Offering

24 September 2021

 – Opening of the trading of the Existing Ordinary Shares and of the New Ordinary Shares on Euronext Paris in the form of when issued shares (promesses d’actions) (traded under the ticker symbol “ANTIN” until the settlement date of the French Public Offering and the International Offering  

 – Beginning of the stabilization period

27 September 2021

 – Settlement and delivery of the Offer 

 – Ordinary Shares offered in the Offering

28 September 2021

 – Trading of the Ordinary Shares on Euronext under the ticker symbol “ANTIN”

13 October 2021

 – Settlement and delivery of the Employee Shares offered in the Employee Offering

23 October 2021

 – Deadline for the exercise of the Over-Allotment Option, if any 

 – End of the stabilization period