COMMUNIQUÉ RÉGLEMENTÉ

par LOUIS HACHETTE GROUP (EPA:LHG)

Louis Hachette Group announces the publication of its Information Document for listing on Euronext Growth (Paris)

Louis Hachette Group announces the publication of its Information Document for listing on Euronext Growth (Paris)

 

Paris, November 8, 2024 at 12.15 p.m. (CET) – Louis Hachette Group (the “Company”) announces the publication today of an information document (the “Information Document”) in connection with the contemplated admission to trading of its ordinary shares on Euronext Growth (Paris), a multilateral trading facility operated by Euronext Paris S.A. (“Euronext Growth” and such admission to trading, the “Admission”), in the context of the announced partial demerger of the Company from Vivendi SE (the “Partial Demerger”). 

The completion of the Partial Demerger is still subject to, among other things, approval by the shareholders of Vivendi SE at a combined general meeting convened for December 9, 2024. It is expected that the Partial Demerger will be completed on December 13, 2024 at 11:59 p.m. (CET) and that the Company’s ordinary shares will be admitted to trading on Euronext Growth at 09:00 a.m. (CET) on December 16, 2024, under ISIN FR001400TL40 and ticker “ALHG”.

The Information Document has been drawn up under the responsibility of the Company, and subject to a review by Euronext of its completeness, consistency and comprehensibility. The Information Document is available, free of charge, on Louis Hachette Group’s website (https://www.louishachettegroup.com/en/listing-documents/) and upon request at the Company’s registered office, 4, rue de Presbourg, 75116 Paris,


France.

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Indicative timetable

December 9, 2024

December 13, 2024 at 11:59 p.m.

(CET)

December 16, 2024 at 9:00 a.m.

(CET)

December 18, 2024 Extraordinary shareholders’ meeting of the Company approving the

Partial Demerger

Combined shareholders’ meeting of Vivendi SE approving the Partial Demerger

Effective Date of the Partial Demerger, on which the Partial Demerger will be completed from a legal perspective

Ex-Date & Listing Date – Commencement of trading of the ordinary shares of the Company under the ticker symbol “ALHG” on an “if-andwhen-delivered” (conditional upon delivery) basis

Settlement and delivery of the Company’s shares to the shareholders of Vivendi SE entitled to receive them pursuant to the Partial Demerger and investors who acquired Company Shares on the market on the Listing Date


Advisors 

Crédit Agricole CIB is acting as listing sponsor. BNP Paribas, Crédit Agricole CIB and Goldman Sachs Bank Europe SE are acting as lead financial advisors. Bank of America, Banque Hottinguer, Barclays, CIC, Citi, Evercore, HSBC, Lazard, Morgan Stanley, Natixis and Société Générale are acting as co-financial advisors. Banco Santander, COMMERZBANK, Intesa Sanpaolo, J.P. Morgan and Mizuho are acting as other financial advisors. Cabinet Bompoint, Cleary Gottlieb Steen & Hamilton LLP and Gide Loyrette Nouel (as to French law) and Cleary Gottlieb Steen & Hamilton LLP (as to U.S. law) are acting as legal advisors.

For additional information on the Admission, please refer to the Information Document.

About Louis Hachette Group

Louis Hachette Group is a company whose purpose is to bring together Vivendi SE’s publishing and distribution assets – the 66.5% stake in Lagardère SA and the 100% interest in Prisma Media – to create a diversified global player and leader in each of its activities, with some 32,500 employees in more than 40 countries:

-   Lagardère Publishing, the world’s third-largest book publisher for the general public and educational markets, and the leader in France: Books, e-Books, Partworks, Stationery, Board Games and Mobile Games.

-   Lagardère Travel Retail, the world's third-largest travel retail merchant and number one in France: Travel Essentials, Duty Free & Fashion, and Dining.

-   Prisma Media, the French leader in magazines and digital press, with a portfolio of over 40 leading brands.

Louis Hachette Group will also carry out other activities in the media and entertainment space with Lagardère News (press and the Elle brand licence), Lagardère Radio (radio and advertising sales brokerage), Lagardère Live Entertainment (performing arts) and Lagardère Paris Racing (sports club).

Subject to the approval by Vivendi SE’s shareholders of the planned partial demerger of Vivendi, the shares of Louis Hachette Group will be admitted to trading on Euronext Growth Paris.   

For more information, visit www.louishachettegroup.com

Important legal information  

This press release has been prepared by the Company in relation to its intention to proceed, subject to certain conditions, with the Admission. Unless otherwise defined herein, capitalized terms used in this press release have the meaning ascribed thereto in the Information Document.  

This press release is not a prospectus or other offering document for the purposes of Regulation (EU) 2017/1129 of June 14, 2017 (as amended, the “Prospectus Regulation”), or Regulation (EU) 2017/1129 as it forms part of UK domestic law by virtue of the European Union (Withdrawal) Act 2018, as amended, and the Partial Demerger, including the allocation of ordinary shares of the Company to Vivendi SE’s shareholders as part of the Vivendi Spin-Off, is expected to be carried out in circumstances that do not constitute “an offer to the public” within the meaning of the Prospectus Regulation or the UK Prospectus Regulation. 

You should read the Information Document prepared by the Company for purposes of the Admission. Euronext only reviewed the completeness, comprehensibility and consistency of the Information Document in accordance with the rules of Euronext Growth. Such review of the Information Document should not be understood as an endorsement of the ordinary shares of the Company to be admitted to trading on Euronext Growth (Paris) or of the quality of the securities that are the subject of the Information Document.  

Any potential investor should make their investment solely on the basis of information contained in the Information Document. Potential investors should read the Information Document before making an investment decision in order to fully understand the potential risks and rewards associated with the decision to invest in the Company’s ordinary shares.  

This press release is for informational purposes only and is not intended to, and does not, constitute an offer or invitation to sell or solicitation of an offer to subscribe for or buy, or an invitation to purchase or subscribe for, any securities of the Company or Vivendi SE, or any other interests or the solicitation of any vote or approval in any jurisdiction in connection with the transactions described herein or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. This press release should not be construed in any manner as a recommendation to any reader thereof. 

The release, publication or distribution of this press release may be restricted by law in certain jurisdictions, such as Australia, Canada, Hong Kong, Japan, Singapore, South Africa and the Unites States. No action has been taken by the Company or by Vivendi SE that would permit possession or release, publication or distribution of this press release in any jurisdiction where action for that purpose is required. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. 

Vivendi SE and the Company have not and will not register any of their respective securities under the U.S. Securities Act of 1933, as amended (the “Securities Act”), or conduct a public offering of any of their respective securities in the United States in connection with the Vivendi Spin-Off, and the securities of Vivendi SE and the Company have not been and will not be registered under the Securities Act and any such securities may not be offered or sold in the United States absent registration under the Securities Act or an available exemption from it. 

This press release is directed solely to persons in the United Kingdom who (i) have professional experience in matters relating to investments, such persons falling within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”) or (ii) are persons falling within Article 49(2)(a) to (d) of the Financial Promotion Order or (iii) other persons to whom an invitation or inducement to engage in investment activity (within the meaning of Section 21 of the Financial Services and Markets Act 2000) may lawfully be communicated or caused to be communicated, (all such persons together being referred to as “relevant persons”). This press release is directed only to relevant persons and must not be acted on or relied on by persons who are not relevant persons.

Press Contact                                                                                                                                              

communication@louishachettegroup.com

Investor Relations Contact 

Emmanuel Rapin

Tel. +33 1 40 69 21 45

ir@louishachettegroup.com

 

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