SOLOCAL (EPA:LOCAL) - Completion of the reserved share capital increase for the benefit of certain RCF creditors amounting to 3 million euros

Transparency directive : regulatory news

30/09/2021 18:00

PRESS RELEASE
Boulogne-Billancourt, 30 September 2021

Completion of the reserved share capital increase for the benefit of certain
                 RCF creditors amounting to 3 million euros

Completion of the share capital increase reserved for the benefit of certain
RCF creditors

o Share capital increase of a total amount of approximatively 3 million euros
  (including issuance premium),
o Subscription price of c. EUR1.64 per share,
o 1,834,708 new ordinary shares issued,
o Share capital increase carried out exclusively by set-off against
  receivables

Solocal Group (the "Company") reminds that the partial amortization for a total
amount of 6 million euros due under the loan agreement entitled "Super Senior
Facility Agreement", entered into on 29 March 2019, as amended on 12 July 2019,
6 October 2020 and 17 December 2020 (the "RCF"), both in cash and by the
issuance of shares to the creditors holding claims under the RCF who have
accepted a partial repayment in shares (and their affiliates, assignees or
beneficiaries) (the "Creditors") was to be carried out today (see press release
dated 15 July 2021).

The Chief Executive Officer, pursuant to the sub-delegation granted to him by
the Board of Directors of the Company on 27 July 2021, itself acting pursuant
to the delegation of competence granted by the shareholder's general meeting
held on 3 June 2021 (the "General Meeting") under the terms of the 22nd
resolution, decided on 23 September 2021, to carry out a share capital increase
with cancellation of the shareholders' preferential subscription rights in
favor of ODDO BHF AKTIENGESELLSCHAFT (up to EUR299,998.52) and BG MASTER FUND
ICAV (represented by its management company Boussard & Gavaudan Investment
Management LLP) (up to EUR2,699,999.80) for an aggregate amount of 2,999,998.32
euros, including issuance premium, through the issuance of 1,834,708 new
ordinary shares, subscribed by way of set-off at a subscription price of
1.63513666666667 euro each (including issuance premium) (the "Reserved Capital
Increase").

The Chief Executive Officer has, as of today, recorded the closing of the
subscription period and the completion of the Reserved Capital Increase for a
total nominal amount (issuance premium excluded) of 1,834,708 euros, increasing
the Company's share capital from 129,859,760 euros to 131,694,468 euros. The
issuance does not generate any proceeds for the Company but it improves its
equity.

As a reminder, under the terms of the 22nd resolution adopted by the General
Meeting, the shareholders authorized the Board of Directors to carry out a
share capital increase reserved for the benefit of the Creditors of a total
maximum nominal amount of 20,000,000 euros through the creation and issuing of
new ordinary shares each of a nominal par value of one (1) euro, to be
subscribed and paid up in full by way of set-off against definitive, liquid and
due claims held against the Company. The new ordinary shares were to be issued
at a unit price equal to the volume weighted average price applied over the 30
consecutive trading days immediately preceding the 5th trading day preceding
the issue date, i.e., between 12 August 2021 and 22 September 2021 included.

Settlement and delivery

The new shares issued are assimilated to the existing shares and will be
admitted to trading on the same listing line as the existing shares. The
settlement and delivery of the new shares shall occur on 30 September 2021.

Dilution

The issuance of the shares pursuant to the Reserved Capital Increase represents
1.41% of the Company's current share capital and 1.39% of the Company's share
capital following said issuance, on a non-diluted basis. For illustrative
purposes, a shareholder holding 1% of the Company's share capital prior to the
Reserved Capital Increase now holds 0.986(1)% of the share capital (on a
non-diluted basis) following the issuance of the new shares pursuant to the
Reserved Capital Increase.

Repayment in cash

The balance of the partial amortization, i.e. 3 million(2)  euros, has been
repaid in cash. The outstanding principal amount due under the RCF amounts to
44 million euros as of 30 September 2021.

(1) On the basis of a share capital of 129,859,760 shares as of 8 September
2021.
(2) The exact amount of the partial cash amortization amounts to 3,000,001.68
euros.

EN - Solocal - www.solocal.com
Solocal is the digital partner for all local companies in France, from VSEs, to
SMBs or Large Companies with networks. Our job; vitalize local life. We strive
every day to unveil the full potential of all companies by connecting them to
their customers thanks to our innovative digital services.
We advise over 314 000 companies all over France and support them to boost
their activity thanks to our digital services (Relational Presence, Websites
and Digital advertising). We also bring users the best possible digital
experience with PagesJaunes, and Ooreka, and our GAFAM* partners. We provide
professionals and the public with our high audience services (21M views for
PagesJaunes), geolocalised data, scalable technology platforms, unparalleled
commercial coverage across France, our privileged partnerships with digital
companies and our talents in terms of data, development and digital marketing.
Solocal moreover benefits from the "Digital Ad Trust" label. To know more about
Solocal (Euronext Paris "LOCAL"): let's keep in touch @solocal
*GAFAM : Google, Microsoft/Bing,, Facebook, Apple, Amazon

Press contacts

Charlotte Millet
+33 (0)1 46 23 30 00
charlotte.millet@solocal.com

Edwige Druon
+33 (0)1 46 23 37 56
edruon@solocal.com

Investor contacts

Julie Gualino-Daly
+33 (0)1 46 23 42 12
jgualino@solocal.com

Colin Verbrugghe
+33 (0)1 46 23 40 13
cverbrugghe@solocal.com

Xavier Le Tulzo
+33(0)1 46 23 39 76
xletulzo@solocal.com

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SOLOCAL (EPA:LOCAL) - Completion of the reserved share capital increase for the benefit of certain RCF creditors amounting to 3 million euros

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