Lafarge acknowledges the filing today by Holcim of the public exchange tender offer for the Lafarge shares with the Autorité des marchés financiers, which follows the decisions relating to the offer made by the extraordinary shareholders’ meeting of Holcim of May 8, 2015.
The filing of the public exchange offer is an important step toward the proposed merger to create LafargeHolcim, the most advanced group in the building materials industry.
On May 10, 2015, the Board of Directors of Lafarge issued a favorable opinion on the public exchange offer initiated by Holcim. The Board of Directors made its decision on the basis, inter alia, of the report issued by Accuracy, acting as independent expert in the context of the offer.
The decision of the Board of Director and the conclusions of the independent expert on the public exchange offer, as well as other information required in accordance with Article 231-26 of the General Regulations of the Autorité des marchés financiers, are annexed hereto.
NOTES TO EDITORS
A world leader in building materials, Lafarge employs 63,000 people in 61 countries, and posted sales of €12.8 billion in 2014. As a top-ranking player in its Cement, Aggregates and Concrete businesses, it contributes to the construction of cities around the world, through its innovative solutions providing them with more housing and making them more compact, more durable, more beautiful, and better connected. With the world’s leading building materials research facility, Lafarge places innovation at the heart of its priorities in order to contribute to more sustainable construction and to better serve architectural creativity.
This communication is for information purpose only and does not constitute an offer to purchase or exchange or the solicitation of an offer to sell or exchange any securities of Lafarge or an offer to sell or exchange or the solicitation of an offer to buy or exchange any securities of Holcim in any countries, including France.
In accordance with French law, the required documentation regarding the public exchange offer, including the terms and conditions of the offer, will be submitted to the AMF. The offer may only start after receiving the approval of the AMF. The public exchange offer referenced herein is not being made, directly or indirectly, in or into the United States, or by use of the United States mails, or by any means or instrumentality (including, without limitation, the post, facsimile transmission, telex and telephone or electronic transmission by way of the internet or otherwise) of United States commerce, or of any facility of a United States national securities exchange. The offer cannot be accepted by any such use, means or instrumentality or from within the United States.
Distribution, publication or dissemination of this communication in certain countries may constitute a breach of the applicable laws and regulations. Consequently, persons physically located in countries in which this communication is distributed, published or disseminated shall inquire about such applicable laws and regulations and comply with them. Nothing contained herein is, or shall be relied on as, a promise or representation as to the future performance of Lafarge or Holcim.
This communication contains forward-looking information and statements about Lafarge, Holcim and their combined businesses after completion of the proposed transaction that have not been audited or independently verified. Forward-looking statements are statements that are not historical facts. These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations. Although the managements of Lafarge and Holcim believe that the expectations reflected in such forward-looking statements are reasonable, investors and holders of Lafarge and Holcim shares are cautioned that forward-looking information and statements are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of Lafarge and Holcim, that could cause actual results and developments to differ materially from those expressed in, or implied or projected by, the forward-looking information and statements. The combined group may not realize the full benefits of the transaction.