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  SHOWROOMPRIVE company press release from 29/07/2022

  29/07/2022 - 18:20

IMPLEMENTATION OF THE SRP GROUPE SHARE BUYBACK / UPDATE ON THE SALE OF THE SHARES OF THIERRY PETIT


La Plaine Saint Denis, July 29, 2022 - Showroomprivé (SRP Groupe), a European group specialising in smart shopping, announces that it has today purchased 4 million SRP Groupe shares from TP Invest, at a price of one (1) euro per share, through an off-market transaction, as part of the coverage of its existing free share plans in favour of the Group's employees and managers. This purchase is made in accordance with the agreement announced on June 21, 2022.


Update on other disposals of the Company's shares by Thierry Petit

The Company has been informed that Eric Sitruk's[1] acquisition of 3 million shares in the Company from TP Invest was also completed today at a price of one (1) euro per share, through an off-market transaction, in accordance with the agreement announced on June 21, 2022.

Eric Sitruk, who already held approximately 5% of the Company's share capital, has informed the Company that he is not acting in concert with either the Founders or Carrefour. As a result of this transaction, he has increased his shareholding and now holds approximately 7.5% of the Company's capital.

In addition, the Autorité des marchés financiers (AMF) has granted today a waiver from the obligation to file a public offer which would have resulted from the reclassification by Thierry Petit and TP Invest of their remaining stake in the Company in favor of David Dayan[2], i.e. 13,932,963 shares of the Company, representing approximately 11.7% of the Company's share capital, as well as a waiver of the obligation to file a tender offer related to the obtention on the 7 August 2022 of double voting right by David Dayan2.

This sale, which is conditional on obtaining the final decision from the AMF, waiving the obligation to file a final public offer, is expected to be completed during the month of August.

Following these operations, the shareholding of the Company will be as follows[3]:

Actionnaires Nombre d'actions ordinaires % du capital social Nombre de droits de vote théoriques % des droits de vote
Founders        
Ancelle Sàrl(1) 44.195.668 37.17% 73.283.373 47.81%
Victoire Investissement Holding Sàrl(2) 2.335.460 1,96% 4.670.920 3,05%
Cambon Financière Sàrl(3) 2.079.930 1,75% 4.159.860 2,71%
Thierry Petit(4) - - - -
Total Founders(5)
.......................................................................
 48.611.058  40.88% 82.114.153 53,57%
CRFP 20(6)..................................................... 10.386.255 8,74% 10.386.255 6,78%
Total Group acting in concert (7)............... 58.997.313 49,62% 92.500.408 60,35%
Eric Sitruk(8) 8.955.000 7,53% 8.955.000 5,84%
Autres actionnaires(9)..................................... 50.950.596 42.85% 51.821.497 33,81%
TOTAL.......................................................... 118.902.909 100% 153.276.905 100%
  1. Entity controlled by David Dayan.
  2. Entity controlled by Éric Dayan.
  3. Entity controlled by Michaël Dayan.
  4. Including TP Invest Holding Sàrl (Company controlled by Thierry Petit)
  5. Shareholder agreement entered into on 29 October 2015 (as amended) as part of the initial public offering of the company.
  6. Entity controlled by entity Carrefour Nederland B. V., itself controlled by Carrefour.
  7. Shareholder agreement entered into on 10 January 2018.
  8. Directly and via the entities Pierre Rénovation Tradition and Financière du Sud.
  9. Of which SRP Groupe (4.000.000 shares to be allocated to beneficiaries of free share plans).

FORWARD-LOOKING STATEMENTS

This press release contains only summary information and is not intended to be comprehensive.

This press release may contain forward-looking information and statements about the Group and its subsidiaries. These statements include financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations with respect to future operations, products and services, and statements regarding future performance. Forward-looking statements may be identified by the words "believe," "expect," "anticipate," "goal" or similar expressions. Although the Group appreciates that the expectations reflected in such forward-looking statements are reasonable, investors and the Group's shareholders are cautioned that forward-looking information and statements are subject to numerous risks and uncertainties, many of which are difficult to predict and generally beyond the control of the Group, which could cause actual results and developments to differ materially and adversely from those expressed in, or implied or projected by, the forward-looking information and statements. These risks and uncertainties include those discussed or identified in filings with the Autorité des Marchés Financiers (France's financial markets authority) made or to be made by the Group (particularly those detailed in Chapter 4 of the Company's registration document). The Group makes no commitment to publicly update its forward-looking statements, whether as a result of new information, future events or otherwise.

ABOUT SHOWROOMPRIVE

Showroomprivé is an innovative European player in the online private sales industry, specialized in fashion. Showroomprivé offers a daily selection of more than 3000 brand partners via its mobile apps or website in France and six other countries. Since its launch in 2006, the company has enjoyed quick growth.

Showroomprivé is listed on Euronext Paris (code: SRP) and reported gross revenue of almost €1 billion incl. VAT in 2021, and net revenue of €724 million. The Group is headed by David Dayan, the co-founder, and employs over 950 people.

For more information: https://showroomprivegroup.com

CONTACTS

Investor relations Communication
Sylvie Chan Diaz, Relations Investisseurs
investor.relations@showroomprive.net
Anne Charlotte Neau-Juillard, Communication
anne-charlotte.neau-juillard@showroomprive.net
   
Taddeo
presse.showroomprive@taddeo.fr
+33 1 83 97 41 48
+33 6 58 53 45 91

[1] Directly or through entities it controls

[2] Through its holding company Ancelle S.à r.l.

[3] Based on the total number of shares and voting rights as of 30 June 2022, adjusted for the destruction of double voting rights owed by the sellers and the acquisition of double voting rights by Ancelle that should occur on 7 August 2022.


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  Original Source: SHOWROOMPRIVE