SPIE (EPA:SPIE) - SPIE - Press release - SPIE is submitting a non binding offer to acquire EQUANS

Transparency directive : regulatory news

06/09/2021 08:00

Press release

SPIE is submitting a non-binding offer to acquire EQUANS

Cergy, September 6th, 2021 - SPIE announces that it is submitting today a
non-binding offer to ENGIE in order to acquire EQUANS. The combination of SPIE
and EQUANS would be a unique opportunity to accelerate SPIE's strategy by
creating the European champion, pure player in multi-technical services.

As energy transition and digital transformation set substantial new challenges,
the combination of the two groups would create the partner of choice for
clients across all sectors and throughout Europe, with unparalleled
capabilities to meet their growing and evolving needs. The pure player model
guaranties to clients that all of the company's resources are, year after year,
entirely devoted to the constant improvement of services offered.

In a particularly dynamic market context where technical skills are
increasingly sought after, SPIE aims to place employees at the heart of its
project. Capitalising on its pure player model, the new group would be
positioned as the employer of choice in the multi-technical sector, offering
unmatched professional development opportunities and recognition to its
employees. Therefore SPIE, which has continued to recruit close to 4,000 people
in 2020 despite the sanitary crisis, is convinced of the project's positive
employment dynamics.

SPIE would pursue this acquisition with the clear objective to ensure
significant value creation to all shareholders, capitalising on proven
management principles that have, for the past fifteen years, produced
outstanding results allowing SPIE to report the best performances in the
sector. A stepped-up growth momentum in EBITA and cash generation would ensure
a fast deleveraging profile, allow the continuation of SPIE's value-accretive
bolt-on acquisitions strategy, and maintain the dividend policy of the group,
whose employees will remain among the largest shareholders.

Consistent with its financial discipline, SPIE contemplates a balanced
financing structure involving a combination of debt and equity funding,
designed to maintain the strength of its balance-sheet. The debt component
would result in a post transaction leverage(1) limited to c. 3.0x. Two
reputable investors, Bpifrance and CD&R, who have a deep knowledge of SPIE and
its sector, would provide equity financing, on terms aligned with SPIE's
current shareholders' interest, and all SPIE shareholders would then be offered
to participate in a right issue capital increase.

This project and its financing structure would allow for a solid earnings per
share accretion as early as the closing of the transaction, and growing
strongly thereafter.

(1) net debt to EBITDA ratio

The non-binding offer is part of a competitive process and remains subject to
confirmatory due diligence. SPIE will make further disclosure in due course
should circumstances require it.

About SPIE

SPIE is the European independent leader in multi-technical services in the
fields of energy and communications. Our 45 500 employees are committed with
our customers to the success of the energy transition and digital
transformation.

In 2020, SPIE generated a consolidated production of 6,6 billion euros and a
consolidated EBITA of 339 million euros.

Press contacts

SPIE
Pascal Omnès
Group Communications Director
Tel. + 33 (0)1 34 41 81 11
pascal.omnes@spie.com

SPIE
Thomas Guillois
Director of Investor Relations
Tel. + 33 (0)1 34 41 80 72
thomas.guillois@spie.com

HAVAS Paris
Aliénor Miens
Tel. +33 (0)1 57 77 96 74
alienor.miens@havas.com

www.spie.com
https://www.facebook.com/SPIEgroup
http://twitter.com/spiegroup

Disclaimer

This press release does not contain or constitute an offer of securities for
sale or an invitation or inducement to invest in securities in France, the
United States or any other jurisdiction.

Certain information included in this press release are forward-looking
statements. These forward-looking statements are based on current beliefs,
expectations and assumptions, including, without limitation, assumptions
regarding present and future business strategies and the environment in which
the Group operates, and involve known and unknown risks, uncertainties and
other factors, which may cause actual results, performance or achievements, or
industry results or other events, to be materially different from those
expressed or implied by these forward-looking statements.

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03/11/2023 06:52

SPIE (EPA:SPIE) - SPIE - Press release - SPIE is submitting a non binding offer to acquire EQUANS

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