SOLOCAL (EPA:LOCAL) - Financial Structure Strengthening : Implementation of the first contemplated

Transparency directive : regulatory news

07/08/2020 21:41

PRESS RELEASE

Boulogne-Billancourt, August 7th 2020

Financial Structure Strengthening : Implementation of the first contemplated

Further to the press release issued on August 6th, 2020 following the approval
of the amendment to the Solocal Group accelerated financial safeguard plan (the
"Amended Plan") and of a conciliation protocol by the Nanterre commercial court
(Tribunal de commerce de Nanterre) (and the press releases issued notably on
July 3rd, 13th, 20th, 22nd and 24th), the Solocal Group Board of directors has
met today in order to start the implementation of the first transactions of its
financial structure strengthening, which notably includes:

* the implementation of a share capital decrease not motivated by losses
approved by the shareholders' general meeting dated July 24th, 2020 in a total
amount of 56,433,731.94 euros by decreasing the par value of each share from
0.10 euro (its current amount) to 0.01 euro, thus a decrease of 0.09 euro per
share, it being specified that the completion of this share capital decrease is
subject to the absence of opposition by creditors or, in the event of such
opposition, subject to the unconditional dismissal of the opposition(s) by the
competent court or their release upon the payment of the claims or the
provision of sufficient guarantees by Solocal Group ;

* the suspension, from September 7th, 2020 (00:01 a.m., Paris time) to December
6th, 2020 (11:59 p.m., Paris time), of the right to exercise (i) the mandatory
convertible bonds (MCB) issued by Solocal Group on March 13th, 2017, (ii) the
new share subscription warrants issued under the equity line implemented by
Solocal Group on November 28th, 2019 and (iii) Solocal Group's stock-options
under the plan dated December 16th, 2010 ;

* a bond issue (the principle of which has been announced on July 22nd, 2020)
of a principal amount of a maximum of 17,777,777 euros which will be subscribed
within the next few days by certain creditors, it being specified that the new
bonds, which have a par value of one euro, have essentially the same
characteristics as the existing bonds, which were settled and delivered on
March 14th, 2017, as amended by the Amended Plan, the main terms of which
include in particular:
- subscription price: 16 million euros maximum (taking into account an original
  issue discount of about 10%),
- interest rate:
  o Euribor with Euribor floor 1% + 7% spread (no less than 8%), half of which
    will be payable in cash, and the other half will be compounded and
    capitalized until December 31st, 2021,
  o Euribor with Euribor floor 1% + 7% (no less than 8%) payable fully in cash
    from January 1st, 2022,
- Maturity date: March 15th, 2025,
- application for admission to trading on a non-regulated market, Euronext
  Access, within 60 days from their issue,

it being specified that the amounts due in respect of such bonds will be
secured by a fifth-rank pledge over the securities account relating to the
securities issued by Solocal SA and held by Solocal Group;

* permission, by Solocal SA, to subscribe to an Atout loan (Prêt Atout)
granted BPIfrance Financement for a total principal amount of 16 million euros,
which is expected to be executed during the month of August 2020.

The completion of the above-mentioned share capital decrease will enable
Solocal Group to implement the capital increase transactions contemplated in
the Amended Plan which have been approved by the shareholders' general meeting
of Solocal Group on July 24th, 2020.

Disclaimer

This press release is for information purposes only and does not constitute an
offer to subscribe or sell any securities nor is it any form of solicitation
for the purpose of a purchase or subscription order for Solocal Group
securities in any country whatsoever, including France.

This press release does not constitute a prospectus within the meaning of
Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14
June 2017 on the prospectus to be published when securities are offered to the
public or admitted to trading on a regulated market, and repealing Directive
2003/71/EC.

The release, publication or distribution of this press release in certain
countries may constitute a breach of applicable laws or regulations.
Consequently, people who are physically present in such countries in which this
press release has been released, distributed or published should inquire about
and comply with any local restrictions. This press release shall not be
released, published or distributed, directly or indirectly, in Australia,
Canada, Japan or in the United States of America.

Solocal Group declines any responsibility for any violation by any person of
such restrictions or of applicable legal restrictions.

Solocal - www.solocal.com
We are the local digital partner for companies. Our job: advising and
supporting them to boost their activity thanks to our digital services (Digital
Presence, Digital Advertising, Websites, New Print Solutions). We also provide
users with the best possible digital experience with PagesJaunes, Mappy and
Ooreka, and our partners (Google, Facebook, Apple, Microsoft/Bing, Yahoo!,
etc.). We provide professionals and the public with our high audience services,
geolocalised data, scalable technology platforms, unparalleled order intake
coverage across France, our privileged partnerships with digital companies and
our talents in terms of data, development, digital marketing, etc. We gather
335,000 companies all over France and 2.7 billion visits on our services.
Solocal moreover benefits from the "Digital Ad Trust Classique" label for its
PagesJaunes and Mappy digital services. To know more about Solocal (Euronext
Paris "LOCAL"): let's keep in touch @solocal.

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

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