COGELEC (EPA:COGEC) - Cogelec : Exercice of the over-allotment option - Implementation of a liquidity contract with Louis Capital Markets.

Transparency directive : regulatory news

16/07/2018 08:00

PRESS RELEASE

EXERCICE OF THE OVER-ALLOTMENT OPTION - IMPLEMENTATION OF A LIQUIDITY CONTRACT
                        WITH LOUIS CAPITAL MARKETS

Mortagne-sur-Sèvre, France, 16 July 2018, COGELEC (ISIN: FR0013335742 /
mnemonic code: COGEC), the French leader in access control for collective
housing, announces today that the exercise of the over-allotment option,
granted by its majority shareholder SRC to Louis Capital Markets UK LLP, as
part of Cogelec's initial public offering, resulted in the sale of 258,688
additional shares at the offer price of EUR11.75 per share, representing a
total amount of EUR3,039,584.

Accordingly, the gross proceeds of the IPO, after full exercise of the
extension clause and the over-allotment option, amount to around EUR41.7m.

The net proceeds from the sale of the shares sold by SRC (EUR20M) have been
allocated to repaying its bank, financial and bond debt (total amount of
approximately EUR 6,785,304). They will also be allocated to the financing of
around 76% of the price of the repurchase of SRC shares held by certain SRC
shareholders, as calculated in accordance with the formula set out in section
3.4.3 of the securities note.

Post-transaction breakdown of share ownership

Following the IPO, and after the full exercise of the over-allotment option,
COGELEC's share capital breaks down as follows:

Breakdown of Company's share ownership and voting rights (after full exercise
of the extension clause and the over-allotment option)

                                   Number of   % of share  % of voting
Shareholders  Number of shares   voting rights   capital      rights

SRC              5,347,065        10,685,877      60,09%      75,07%
HRC                  20               40           0.00%       0.00%
Free float       3,550,963         3,550,963      39,91%      24,93%
TOTAL            8,898,048        14,236,880        100%        100%

Stabilisation transactions

Louis Capital Markets UK LLP, in its capacity as stabilisation agent, states
that:

- it carried out stabilisation transactions on the Cogelec (COGEC) shares,
- stabilisation began on 13 June 2018,
- the last stabilisation transaction was carried out on 13 July 2018,
- the stabilisation transactions were carried out on the following terms:

Date                    Lowest price (in EUR)   Highest price (in EUR)

2 July 2018                     11.75                   11.75
5 July 2018                     11.75                   11.75
6 July 2018                     11.65                   11.75
11 July 2018                    11.65                   11.65
12 July 2018                    11.65                   11.65
13 July 2018                    11.55                   11.65

Implementation of a liquidity contract

Cogelec has announced that it has entrusted the implementation, as of 16 July
2018, of a liquidity contract to Louis Capital Markets UK LLP in compliance
with the AMAFI (French Association of Financial Markets) Code of conduct of 8
March 2011 approved by the AMF (French Regulator) by a decision dated 21 March
2011.

Characteristics

- Securities: Cogelec shares
- Implementation date: 16 July 2018, for a period of one year, renewable by
tacit agreement
- Situations leading to the suspension of the contract: in cases provided for
by the AMF and/or Euronext, specifically in the event of suspension of the
listing of the Cogelec shares following a decision by the AMF or Euronext
- Situations leading to the end of the contact: termination of the contract
- Market concerned: regulated market of Euronext Paris
- Resources allocated to the liquidity contract for its implementation:
EUR360,000 in cash.

Contacts

Cogelec
Stéphane Vapillon
Chief Financial Officer
+ 33 (0)2 72 67 00 92
investors@cogelec.fr

Actifin, financial media relations
Jennifer Jullia
+33 (0)1 56 88 11 19
jjullia@actifin.fr

Actifin, financial communications & PR
Ghislaine Gasparetto
+33 (0)1 56 88 11 22
ggasparetto@actifin.fr

COGELEC is the French leader in access control systems for building complexes.
As early as 2007, COGELEC created the first universal wireless intercom
solution under the Intratone(r) brand. This unique offering boasts a disruptive
economic model which simultaneously includes equipment, an intercom solution
and an online management tool.

COGELEC has already outfitted 850,000 dwellings, including 150,000 new
dwellings in 2017, out of a potential total of 15.4 million dwellings in
France.

Present on the export market for five years, COGELEC also offers its solutions
in Germany, the United Kingdom, the Netherlands and Belgium through existing
subsidiaries or those currently being launched.

Based on an indirect distribution model associated with a strong local
relationship with end customers (social housing landlords and co-owners'
associations), COGELEC posted solid performances with revenue up nearly 17% to
EUR30.6m in 2017, for current operating income of EUR5m and net income of
EUR2.9m. COGELEC aims to triple its revenue to EUR90 million by 2021. For more
information: www.cogelec.fr

Disclaimer

In no way do this press release and the information it contains constitute
either a purchase or subscription offer, or a purchase or subscription order,
for COGELEC shares in any country whatsoever.

Dissemination of this press release may, in some countries, be subject to
specific regulations. Consequently, persons in such countries where this press
release is released, published or distributed should inform themselves of and
comply with such laws and regulations.

This press release is promotional in nature and is not a prospectus, within the
meaning of Directive 2003/71/EC of the European Parliament and of the Council
of 4 November 2003, as amended (as transposed, where applicable, into law in
each Member State of the European Economic Area) (the "Prospectus
Directive").

This press release does not constitute and may not be considered as a public
offer, a subscription offer or a solicitation of public interest for a public
offering of financial securities.

This press release constitutes neither an offer to sell securities nor a
solicitation of an offer to purchase securities in the United States. Shares or
other securities in COGELEC may only be offered for sale or sold in the United
States following registration under the terms of the U.S. Securities Act de
1933, as amended ("US Securities Act"), or within the framework of an exemption
from registration. Shares in COGELEC will be offered or sold exclusively
outside the United States of America as offshore transactions, in accordance
with Regulation S of the Securities Act. COGELEC has no intention of
registering the offering in part or in whole in the United States, or of
carrying out a public offering in the United States.

For EEA Member States having transposed the Prospectus Directive (a "Relevant
Member State"), no action has been or will be undertaken with a view to
enabling a public share offering that would make it necessary to publish a
prospectus in one or more of said Relevant Member States, other than France.
Accordingly, shares in COGELEC cannot and will not be offered in any member
state other than France, except under the derogations provided for in Article
3(2) of the Prospectus Directive, if they have been transposed into law in that
member state or in other cases that do not require the company to publish a
prospectus under Article 3(2) of the Prospectus Directive and/or regulations
applicable in the member state concerned.

In the UK, the press release is intended solely for persons who are (i)
investment professionals in the meaning of Article 19(5) of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (current
version, the "Financial Promotion Order"), (ii) are specified in article 49(2)
(a) to (d) ("high net worth companies, unincorporated associations etc.") of
the Financial Promotion Order, (iii) are outside the UK, or (iv) are persons to
whom invitations or inducements to engage in investment activity (in the
meaning of section 21 of the Financial Services and Markets Act 2000) in the
framework of the issue or sale of all securities can be legitimately
communicated, directly or indirectly (collectively, the "Authorised Persons").
This press release is solely intended for the Authorised Persons and cannot be
used by any person other than the Authorised Persons.

This press release must not be published, distributed or disseminated, directly
or indirectly, in the United States, Australia, Canada or Japan.

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COGELEC (EPA:COGEC) - Cogelec : Exercice of the over-allotment option - Implementation of a liquidity contract with Louis Capital Markets.

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