ALTAREA (EPA:ALTA) - ALTAREA COGEDIM EXPANDS ITS ONLINE PRESENCE - LAUNCH OF THE TAKEOVER BID FOR RUEDUCOMMERCE

Transparency directive : regulatory news

28/10/2011 08:51

Paris, 28 October 2011, 8.45 a.m.                                 Press release

    Altarea Cogedim expands its online presence: Launch of a takeover bid for
             RueduCommerce, a leading player in e-commerce in France

Agreement signed with Apax Partners and the founder shareholders of
  RueduCommerce, Patrick Jacquemin and Gauthier Picquart, concerning the
  acquisition of a 28.64% stake in RueduCommerce
Draft takeover bid submitted for the remaining RueduCommerce shares
An unparalleled combination for a multi-channel growth model

Paris, 28 October 2011, 8.45 a.m. - Altarea Cogedim has announced that its
subsidiary Altacom signed an agreement with Apax Partners and founder
shareholders Patrick Jacquemin and Gauthier Picquart under which Altacom is to
acquire a block representing 24.13% of RueduCommerce's share capital for EUR9
per share in cash. The deal is subject to authorisation from the French
antitrust authorities.

Under the agreement, the founders of RueduCommerce have also agreed to
contribute in kind 500,000 RueduCommerce shares on the basis of a value of EUR9
per share, in exchange for 20% of Altacom's share capital, with the remainder
held by Altarea Cogedim.

At the end of the acquisition and contribution in kind, Altacom will hold a
28.64% stake in RueduCommerce.

The founders of RueduCommerce have therefore demonstrated their full support of
Altarea Cogedim's plan to develop a multi-channel model including both
investment in physical shopping centres and the development of an e-commerce
business.

Altacom has submitted a draft takeover bid to the French Regulation Authority
(AMF) for the remaining RueduCommerce shares.

On the basis of a price of EUR9 per share, the offer - which is subject to
review - represents a premium of around 54% to RueduCommerce's weighted average
share price over the last three months.

RueduCommerce, one of the leading French players in e-commerce
Founded in 1999, RueduCommerce reached a business volume of EUR380 million in
2010-11 (year ended 31 March 2011) and is attracting between 6 and 8 million
unique visitors per month. Originally a retailer of hightech products, the
company has expanded its offering since 2007 to include a wide range of
products through an online marketplace - "La Galerie" - which enables retail
partners to sell their products in exchange for a commission fee representing
an average of 7.4% of revenues in 2010-11.

RueduCommerce currently offers around 2 million products covering high-tech
products, consumer electronics, beauty, fashion, household, games, sports and
leisure, and cultural products. Sales achieved via La Galerie have enjoyed a
very strong growth, generating revenues of EUR73 million in 2010-11, an
increase of 63% relative to the previous year.

RueduCommerce is listed in Compartment C of NYSE Euronext in Paris and is an
independent company run by one of its founders, Gauthier Picquart.

With an experienced management team and a solid expertise, RueduCommerce is one
of the leading e- commerce sites in France.

Altarea Cogedim takes a sizeable position in e-commerce

While the physical shopping experience remains fundamental and irreplaceable,
consumers shop more and more online, using new mobility and exchange
communications tools. Hence the e-commerce market is expected to overperform
over the next few years, potentially representing a significant part of overall
households' spending.

"It is the good timing to invest in e-commerce. Through our common project with
RueduCommerce, Altarea Cogedim is taking the next logical step in its expansion
and taking a sizeable position in e-commerce in exchange for a limited
investment relative to the size of its property portfolio," comments Alain
Taravella, Chairman and Founder of Altarea Cogedim.

"RueduCommerce is a leading website in terms of audience and number of
visitors. As the most visible online platforms will prevail, RueduCommerce
presents all of the strengths needed to establish itself as a leading player in
e-commerce," comments Gauthier Picquart, Chairman and Chief Executive Officer
of RueduCommerce.

A plan for growth

Altarea Cogedim is planning to develop a multi-channel model designed to boost
its growth. Altarea Cogedim currently presents a large pipeline of shopping
centre development projects worth EUR856 million. The Group intends to step up
RueduCommerce's investment, in particular to ensure the development of La
Galerie.

"Altarea Cogedim benefits from growth and a solid outlook in each of its three
business lines of retail property, residential property and offices. With
RueduCommerce, our aim is to step up the rate of growth in all of our retail
formats - whether physical or online - and to meet consumers' expectations as
best possible. This will make us the first multi-channel retail real estate
company," concludes Alain Taravella.

Indicative timetable
Draft offer submitted to the AMF                              27 October 2011
Submission of report in response from RueduCommerce           25 November 2011
Declaration of compliance by the AMF committee                13 December 2011
Opening of the offer                                          16 December 2011
Close of the offer                                            19 January 2012
Settlement-delivery and re-opening of the offer               7 February 2012

AltareaCogedim is planning to maintain RueduCommerce's listing after the
acquisition.

The draft offer document ("note d'information") is available on the Altarea
Cogedim website (www.altareacogedim.com) and on the AMF website
(www.amf-france.org) and can be obtained free of charge from:
Altarea Cogedim, 8 Avenue Delcassé, 75008 Paris.

                              Information meeting

     An information meeting will be held at 8.45 a.m. on Friday 28 October
             Park Hyatt Vendôme - 5 rue de la Paix, 75002 Paris

Coffee reception beginning at 8.30 a.m.

About Altarea Cogedim - FR0000033219 - ALTA
Altarea Cogedim is a leading retail property investment and development group
active in all three main property markets: retail, office, and residential. It
has the skills and experience to effectively design, develop, sell, and manage
customised property assets in each of these markets. The Group's risk exposure
is aligned with its long-term vision, and it creates value by designing and
building attractive assets and by seizing profitable opportunities in the
property sector.
Altarea Cogedim operates in France and Italy and had a property portfolio worth
EUR2.7 billion at 30 June 2011. Altarea is listed in Compartment A of NYSE
Euronext Paris and had a market capitalisation of EUR1.3 billion at
end-September 2011.

Third-quarter 2011 revenues: 7 November before market opening.

ALTAREA COGEDIM CONTACTS                 CITIGATE DEWE ROGERSON CONTACTS

Eric Dumas, Chief Financial Officer      Analyst and investor relations
edumas@altareacogedim.com                Yoann Nguyen, Yoann.nguyen@citigate.fr
+33 1 44 95 51 42                        + 33 1 53 32 84 76

Nathalie Bardin, Head of Communications  Press relations
nbardin@altareacogedim.com               Aliénor Miens,
+33 1 56 26 25 36 /+33 6 85 26 15 29     alienor.miens@citigate.fr
                                         +33 1 53 32 84 77 / +33 6 64 32 81 75
                                         Servane Taslé,
                                         servane.tasle@citigate.fr
                                         +33 1 53 32 78 94 / +33 6 66 58 84 28

Altarea Cogedim - Press release - 28 October 2011

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ALTAREA (EPA:ALTA) - ALTAREA COGEDIM EXPANDS ITS ONLINE PRESENCE - LAUNCH OF THE TAKEOVER BID FOR RUEDUCOMMERCE

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