Closing of the transactions with Eagle Football
Lyon, December 19, 2022
OL Groupe is pleased to confirm that the closing of the transactions with Eagle Football has now taken place.
Eagle Football, controlled by Mr. John Textor, has today acquired from the main historical shareholders of OL Groupe (Pathé, IDG Capital and Holnest - hereafter designated as the "Sellers") 39,201,514 shares issued by OL Groupe at a price of €3 per share and 789,824 OSRANEs issued by OL Groupe at a price of €265.57 per OSRANE.
Eagle Football has also today subscribed to a reserved capital increase of OL Groupe for a total amount of €86 million (the transactions described above are hereafter designated as the "Transaction"), following the approval of this capital increase by the shareholders' general meeting of July 29, 2022 and its implementation by the Board of Directors dated December 19,2022.
Eagle Football consequently now owns 77.49% of the share capital of OL Groupe on a non-diluted basis (78.40% of the share capital on a fully-diluted basis and, in concert with Holnest, 86.57% of the share capital on a fully-diluted basis).
The composition of the Board of the Company has been modified to reflect this change in the shareholding structure.
Eagle Football will file as soon as practicable, on behalf of the concert with Holnest, a simplified cash tender offer for the shares and OSRANEs it does not own at the price of €3 per share and €265.57 per OSRANE.
John Textor, CEO of Eagle Football and new majority shareholder of OL Groupe, has declared today :
Statement of John Textor:
“Today represents a new beginning for Olympique Lyonnais. After four months of constructive negotiations marked by a common understanding with Jean-Michel Aulas and all our partners, we are proud to reach this exceptional agreement. It will be a milestone in the history of European and international soccer development, thanks to the combination within one structure, Eagle Football, of our interests in football clubs with a rich culture and decades of experience: Olympique Lyonnais, Crystal Palace, Botafogo and RWD Molenbeek.
Significant investments were needed to bring this ambitious project to life, which include my stakes in the three clubs that will be joining Eagle Football alongside Olympique Lyonnais. We are also honored to have received the support of new partners who have made substantial commitments to join us in this ambitious project to build a new model for football. These respected and experienced investors bring specific and meaningful experience in the ownership and development of sporting organizations, and also in the fields of technology and entertainment.
Eagle Football, in which Jean-Michel Aulas will be an independent director, intends to quickly implement collaboration across its clubs notably in France, Brazil and Belgium, reliant on training and development methodologies of Olympique Lyonnais, a reference in the field. One immediate example of such opportunities is the Pelé Academy, the historical partner of OL in Brazil, which is already a close neighbor and regular trading partner of Botafogo. Of course, we will continue to be a supportive and meaningful partner at Crystal Palace as we hope our global footprint of talent development can be a collaborative asset to all of our Eagle-affiliated clubs and communities.
The conditions are therefore right for us to work together, with Jean-Michel, on sports, organization and infrastructure issues. He will keep the operational management of Olympique Lyonnais for at least three years and will remain surrounded by his team. We are already thinking together about how we can strengthen our strategy to regain the highest ambitions in soccer for our men's and women's teams, but also for you, the fans, whose expectations we value immensely.
A city of entrepreneurs, innovation, pioneering spirit, sharing, gastronomy and soccer, Lyon is the ideal city to begin this new history together. It is thanks to all these values that Jean-Michel Aulas has built Olympique Lyonnais. He has allowed soccer to enter the modern era. His mixed Academy, his stadium, his infrastructures, his sports policy and his respect for the fans have always been ahead of their time. Jean-Michel Aulas and the OL have put Lyon on the map of world soccer and that is why we are proud to be at their side today.
With Lyon, I discovered a magnificent city and fans who want to see their teams at the top level. A city of confluence, of convergence, capable of welcoming those who want to succeed there and who give themselves the means through their work. This confluence between what Jean-Michel Aulas has built and what we want to achieve together could well change soccer and its models for the better.
I look forward to seeing you all in Lyon, meeting all of the fans' groups and, especially, to feel the thrill of watching our teams play. A new story is starting today, rooted in your fervor and all our past experiences, together. This is our strength and I think forward to a bright future.
 Eagle Football Holdings Bidco Limited, an affiliate of, and substituted to, Eagle Football Holdings LLC.
 Eagle Football owns individually 67,868,180 shares and 789,824 OSRANEs, and Holnest owns 163,569 OSRANEs.
The percentages expressed on a fully diluted basis are based on the assumption that all OSRANEs issued by OL Groupe are converted based on the redemption rate applicable as of today, i.e. 88.523 shares for 1 OSRANE.