Today, Technip entered into an agreement with Gilles Michel, his holding Askoad Conseil, Comex SA and Sercel Holding, for the acquisition of all of their interests in Cybernétix S.A., representing approximately 45.7% of Cybernétix's share capital, at an aggregate purchase price of approximately 14.1 million euros. Signing of this agreement follows today's positive opinion of Cybernétix Works' Council in relation to Technip's acquisition of the entire interests of Cybernétix reference shareholders, as announced in the press release of November 4, 2011.
The purchase price is 19 euros per share for each of the four blocks.
In accordance with the General Regulations of the French Autorité des Marchés Financiers (AMF), following the settlement of the purchase of the blocks of shares, Technip will file with the AMF a cash tender offer to purchase the remaining shares of Cybernétix at the same price of 19 euros per share.
Cybernétix's board of directors, which was held today, co-opted two representatives of Technip as directors and appointed the firm Détroyat as independent expert in connection with the cash tender offer.
Thierry Pilenko, Chairman and CEO of Technip stated: "Technological differentiation is a key feature of Technip's growth strategy. This is the context in which Technip is making the current acquisition, which will enable the Group to benefit from the unique know-how and technological expertise of Cybernétix, particularly in the design, manufacture and deployment of robotic systems in hostile environments."
Gilles Michel, Chairman and CEO of Cybernétix commented that: "I welcome this agreement with Technip, a world leader in energy services. Technip's strong efforts in the fields of research and development, its global footprint and its customer base will help to accelerate the development Cybernétix technologies."
In this transaction, Technip's financial advisor is Société Générale and its legal advisor is Clifford Chance. Cybernétix's financial advisor is H. et Associés and its legal advisor is Akléa.