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EV Press Releases

July 23, 2020

Exclusive Negotiations to Acquire a Majority Stake in EasyVista Followed by a Mandatory Tender Offer

PARIS, FRANCE--Eurazeo PME, subsidiary of Eurazeo, has entered into exclusive negotiations to acquire, by way of sale and contribution, through a special purpose vehicle, a block of 1,153,868 shares1 representing approximately 67.5% of the share capital and 71.8% of the theoretical voting rights2 of EasyVista ("EasyVista" or the "Company") and 125,000 convertible bonds3 from certain reference shareholders and convertible bonds holders (the "Controlling Block") at a price of 70 euros per share and 70 euros per convertible bond (less any interest paid to the convertible bonds holders between July 23, 2020 and the date of transfer of their bonds).

The price of 70 euros per share values 100% of the share capital of EasyVista at approximately 131 million euros on a fully diluted basis.

This price represents a premium of 7.7% compared to the volume weighted average trading prices of the last 30 trading days and 24.3% compared to the volume weighted average trading prices of the last 90 trading days.

EasyVista is a global provider of solutions automating the management of services delivered to employees and customers. EasyVista, through its EV Service Manager and EV Self Help software solutions, supports more than 1,500 public and private customers from various industries in the digitalization of business processes, particularly IT and the improvement of operational performance and customer satisfaction.

European leader, EasyVista currently achieves over 40% of its turnover internationally, notably in North America (United States and Canada) and Southern Europe (Portugal, Spain, Italy) where the company has a strong foothold. Eurazeo PME will bring its expertise and additional financial resources to the company to fuel its development, particularly internationally, and its external growth policy.

Alongside Eurazeo PME, the founders, Sylvain Gauthier and Jamal Labed (and, as the case may be, certain historical reference shareholders) will continue to support EasyVista’s development and will contribute part of their shares to the special purpose vehicle mentioned above.

Subject to acquiring the Controlling Block, the special purpose vehicle referred to above will file a simplified public offer targeting all remaining securities issued by the company, at a price of 70 euros per share, 70 euros per convertible bond (less any interest perceived by the convertible bonds holders between July 23, 2020 and the closing of the tender offer)4 and 45.88 euros per subscription warrant5.

The signing of a definitive documentation with the founders will only take place following completion of the relevant works council consultation and closing of the acquisition of the Controlling Block will remain subject to the approval of the Austrian competition authority. The trading of EasyVista shares has been suspended today and will resume on July 24, 2020.

The filing of the simplified public offer should take place at the end of the third quarter 2020.

Ledouble SAS (represented by Agnès Piniot and Olivier Cretté) has been appointed as independent expert to assess the fairness of the financial terms of the tender offer in accordance with Article 261-1 of the AMF general regulations and the AMF did not exercise its right to object.

The board of directors of EasyVista held on July 22, 2020 welcomed favorably the proposed transaction, without prejudice of the review of the tender offer documentation when such documentation will be made available and of the reasoned opinion on the tender offer which will be issued following receipt of the independent expert report, subject to the acquisition of the Controlling Block.

1 including 6,400 shares to be issued as a result of the exercise of stock-options.
2 on the basis of a share capital as at July 9, 2020 of 1,702,444 actions representing 2,198,248 theoretical voting rights and after taking into account the exercise of 6,400 stock-options mentioned above.
3 giving right to obtain 125,000 new shares after conversion.
4 Corresponding to the price of 70 euros per share (less any interest perceived) insofar as the bonds are convertible at any time by the holders, each bond giving right to one share.
5 Corresponding to the price of 70 euros per share less the subscription price of the subscription warrant.

 

About Eurazeo

Eurazeo is a leading global investment company, with a diversified portfolio of €18.8 billion in assets under management, including €12.5 billion from third parties, invested in over 430 companies. With its considerable private equity, venture capital, real estate, private debt and fund of funds expertise, Eurazeo accompanies companies of all sizes, supporting their development through the commitment of its nearly 300 professionals and by offering deep sector expertise, a gateway to global markets, and a responsible and stable foothold for transformational growth. Its solid institutional and family shareholder base, robust financial structure free of structural debt, and flexible investment horizon enable Eurazeo to support its companies over the long term.

  • Eurazeo has offices in Paris, New York, Sao Paulo, Seoul, Shanghai, London, Luxembourg, Frankfurt, Berlin and Madrid.
  • Eurazeo is listed on Euronext Paris.
  • ISIN : FR0000121121 - Bloomberg : RF FP - Reuters : EURA.PA

About EasyVista

EasyVista is a global software provider of intelligent service automation solutions for enterprise service management and self-help. Leveraging the power of ITSM, Self-Help, AI, and Micro Apps to create customer-focused service experiences, EasyVista has helped companies improve employee productivity, reduce operating costs, and increase customer satisfaction. Today, EasyVista helps over 1,500+ enterprises around the world to accelerate change, empowering leaders to better serve their employees and customers across financial services, healthcare, education, manufacturing and other industries.

  • Headquartered in New York and Paris, EASYVISTA (ALEZV:EN) is a rapidly growing global listed company backed by leading investors
  • ISIN : FR0010246322

Contacts

EURAZEO CONTACTS:

Pierre Bernardin
Head Of Investor Relations
pbernardin@eurazeo.com
+33 (0)1 44 15 16 76

Virginie Christnacht
Head Of Communications
vchristnacht@eurazeo.com
+33 1 44 15 76 44

PRESS CONTACT:

Maitland/amo
David Sturken
dsturken@maitland.co.uk
+44(0)7990 595 913

EASYVISTA CONTACTS:

Louis-Victor Delouvrier & Emmanuel Huynh
Newcap, Financial Communication And Investor Relations
easyvista@newcap.eu
+33 (0)1 44 71 98 53