At their respective extraordinary shareholders' meetings held this morning, the shareholders of Groupe Gorgé and ECA approved the merger of ECA by absorption into Groupe Gorgé.
This is the final stage of the planned merger between Groupe Gorgé and its subsidiary ECA. Prior to the meetings, the AMF (French Financial Markets Authority) noted that it was not necessary to file a buyout offer in application of Article 236-6 of the AMF General Regulation. Furthermore, on November 13, 2020 Groupe Gorgé and ECA filed the merger document in accordance with the regulations.
The merger was finalized today in accordance with the previously announced exchange ratio (parity) of nine new Groupe Gorgé ordinary shares to five ECA ordinary shares. As a result, Groupe Gorgé issued 3,921,904 new Groupe Gorgé shares to the ECA shareholders. The new shares will be listed from January 4, 2021.
From a technical point of view, the merger will be registered in Euroclear France on January 6, 2021 and the date of delisting of the ECA shares will be effective on December 31st, 2020 after close of the stock exchange.
About Groupe Gorgé
Founded in 1990, Groupe Gorgé is an independent group that specializes in high-tech industries. Today, the Group is active in the fields of security and protection in extreme environments, as well as in the 3D printing sector.
Smart Safety Systems:
Developing complete, innovative technological solutions for complex missions in hostile and confined environments.
Protection of High-Risk Installations:
Protecting people and ensuring the active and passive protection of installations for energy markets and industrial and tertiary sectors in France. Ensuring the maintenance of these protection systems.
Enabling major industry players to find new routes to successful innovation and production processes by providing 3D printers, premium material, software and 3D printed parts.
The Group reported revenue of €274,6 M in 2019. It is backed by close to 1,800 employees and operations in 7 countries.
Groupe Gorgé is listed on Euronext Paris compartment B
More information on : www.groupe-gorge.com
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Forward Looking Statement
Groupe Gorgé press releases may contain forward-looking statements regarding Groupe Gorgé's targets. These forward-looking statements reflect Groupe Gorgé's current expectations. Such forward-looking statements and targets depend on known and unknown risks, uncertainties and other factors that could cause actual results, performance or events to differ materially from those anticipated herein. The risks and uncertainties that could affect the Group's future ability to achieve its targets include, in addition to those indicated in the press release: the strength of competition; the development of markets in which the Group operates and notably the 3D printing division; currency fluctuations; obtaining the export authorizations that may be required for certain activities; control of costs and expenses; changes in tax legislation, laws, regulations or their enforcement; our ability to successfully keep pace with technological advances; our ability to attract and retain qualified personnel and key staff; the evolution, interpretation and uniform application and enforcement of International Financial Reporting Standards (IFRS), according to which we prepare our financial statements; manufacturing and supply chain bottlenecks; the performance of our business partners (subcontractors, agents, suppliers, etc.). Some of these risk factors are set forth and detailed in our Universal registration document (including the annual financial report filed with the French Autorité des Marchés Financiers), available on our website www.groupe-gorge.com. This list of risks, uncertainties and other factors is not limitative. Other unanticipated, unknown or unforeseeable factors, such as changes in the economic situation or financial markets, could also have a material adverse effect on our targets.
This press release and the information it contains do not constitute an offer to sell or to subscribe, or a solicitation to purchase or subscribe shares or securities in Groupe Gorgé or in its listed subsidiaries in any country whatsoever.