NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPAN. THIS PRESS RELEASE DOES NOT CONSTITUTE OR FORM AN OFFER OF SECURITIES IN THE UNITED STATES OR ANY OTHER JURISDICTION
Aalst-Erembodegem (Belgium), 22 March 2017 – Ontex Group NV (“Ontex”) is pleased to announce the successful placement of 7,486,110 new ordinary shares (the “New Shares”) in an accelerated bookbuilt placement announced earlier today (the “ABB Placement”). The New Shares have been placed by BNP Paribas Fortis NV/SA (“BNP Paribas Fortis”) and UBS Limited (“UBS”) at a price of EUR 29.50 per New Share, raising proceeds of approximately EUR 220.8 million (before fees and expenses). The New Shares represent approximately 10% of the issued ordinary share capital of the Company prior to the ABB Placement.
The proceeds of the ABB Placement will be used to refinance the business, following the acquisition of the personal hygiene business of Hypermarcas, announced on December 23, 2016, and closing of which was announced on March 7, 2017. Ontex remains committed to actively managing its balance sheet to maintain an efficient, flexible and resilient capital structure to support continued investment in its business.
Ontex has applied for the admission of the New Shares to trading on Euronext Brussels. Settlement is expected to take place on March 27, 2017 subject to customary closing conditions, at which date the New Shares are expected to be admitted to trading on Euronext Brussels. Following the placement of the New Shares, Ontex will have 82,347,218 ordinary shares in issue.
BNP Paribas Fortis and UBS acted as Joint Bookrunners on the ABB placement.
About Ontex
Ontex is a leading producer of personal hygiene products, ranging from baby diapers to products for feminine hygiene and adult incontinence. Ontex’s products are distributed in more than 110 countries through Ontex brands as well as leading retailer brands.
The group employs over 8,000 staff and has a presence in 25 countries. Ontex is listed on Euronext Brussels and is part of the Bel20 and STOXX® Europe 600.
FORWARD-LOOKING STATEMENTS
This press release may include forward-looking statements. Forward-looking statements are statements regarding or based upon Ontex management’s current intentions, beliefs or expectations relating to, among other things, Ontex’s future results of operations, financial condition, liquidity, prospects, growth, strategies or developments in the industry in which we operate. By their nature, forward-looking statements are subject to risks, uncertainties and assumptions that could cause actual results or future events to differ materially from those expressed or implied thereby. These risks, uncertainties and assumptions could adversely affect the outcome and financial effects of the plans and events described herein.
Forward-looking statements contained in this press release regarding trends or current activities should not be taken as a representation that such trends or activities will continue in the future. Ontex undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Investors should not place undue reliance on any such forward-looking statements, which speak only as of the date of this press release.
DISCLAIMER
The following pages contain information relating to an offering of securities of Ontex Group NV (“Ontex”). This information may not be accessed by residents of certain countries based on applicable securities law regulations.
THESE MATERIALS ARE NOT DIRECTED AT OR ACCESSIBLE BY PERSONS LOCATED IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD BE PROHIBITED BY APPLICABLE LAW.
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Ontex is not conducting, and has not authorised any public offering of securities in any Member State of the European Economic Area.
This website and the information contained herein is being distributed only to, and is directed only at persons in member states of the European Economic Area who are “qualified investors” within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC) (“Qualified Investors”). In addition, in the United Kingdom, this website and the information contained herein is being distributed only to, and is directed only at, Qualified Investors (i) who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), and Qualified Investors falling within Article 49(2)(a) to (d) of the Order, and (ii) to whom it may otherwise lawfully be communicated (all such persons together being referred to as “relevant perns”). The securities referred to in this website and the information contained herein are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with relevant persons. Any person who is not a relevant person should not act or rely on this communication or any of its contents.
In relation to each member state of the European Economic Area which has implemented the Prospectus Directive (as defined below) (each, a “Relevant Member State”), with effect from and including the date on which the Prospectus Directive is implemented in that Relevant Member State (the “Relevant Implementation Date”), an offer to the public of securities which are the subject of the placing may not be made in that Relevant Member State, except that, with effect from and including the Relevant Implementation Date, an offer of such securities to the public may be made in that relevant Member State at any time:
(i) to Qualified Investors;
(ii) to fewer than 100 or, if the Relevant Member State has implemented the relevant provisions of the 2010 PD Amending Directive, 150 natural or legal persons (other than Qualified Investors); or
(iii) in any other circumstances falling within Article 3(2) of the Prospectus Directive,
provided that no such offer of securities shall result in a requirement for the publication of a prospectus pursuant to Article 3 of the Prospectus Directive or any measure implementing the Prospectus Directive in a Relevant Member State.
For the purposes of this page and when used elsewhere on this website, the expression an “offer to the public of securities”, or any similar expression, in relation to any Shares in any Relevant Member State means the communication in any form and by any means of sufficient information on the terms of the placing and the securities to be offered so as to enable an investor to decide to purchase or subscribe for the such securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression “Prospectus Directive” when used in this announcement means Directive 2003/71/EC (and the amendments thereto, including 2010 PD Amending Directive, to the extent implemented in the Relevant Member State) and includes any relevant implementing measure in each Relevant Member State and the expression “2010 PD Amending Directive” means Directive 2010/73/EC.
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