On November 14, 2011, Ingenico
announced a friendly voluntary contractual offer to purchase all of the XIRING shares not owned by Ingenico.
This Offer was a cash offer of a price of 17 euros per share, representing a 24% premium compared with XIRING’s closing price on November 11, 2011, thus evaluating XIRING at 67.7 million euros.
The completion of the Offer was subject to Ingenico obtaining 66.67% of the voting rights pursuant to the transfer (as set forth in paragraph 2.7 of the document presenting Ingenico’s offer), including the rights Ingenico already held prior to the Offer.
The Offer has been available for ten trading days, from November 16 through 29, 2011.
Its has been a tremendous success with a total number of 3,459,123 XIRING shares tendered to the offer.
Hence, Ingenico will hold a total number of 3,637,322 XIRING shares, representing 91.25% of the
voting rights of XIRING on a non‐diluted basis at the settlement date of the offer which will be shortly announced by NYSE Euronext.
In accordance with applicable regulation, Ingenico will file with the AMF, after settlement of the
contractual voluntary tender offer, a project of simplified tender offer under the same terms
and conditions for 17€ per share, for all XIRING shares not already held by Ingenico.
Documents concerning the offer