AGF and AZUR GMF have concluded agreements with Metrovacesa for the immediate sale of 30% of GECINAâs capital to Metrovacesa at a price of 89,75 euros per share (cum-dividend), to be paid on December 30, 2005.
Metrovacesa also announced its intention to file without delay a public takeover bid concerning all of the Companyâs capital, offering all shareholders to benefit from similar conditions if they wish.
The Companyâs General Management informed the Board that Metrovacesaâs representatives had outlined Metrovacesaâs plans to maintain the listing of the Companyâs shares with a significant float, preserve an independent management structure and the Companyâs holding in full, and draw on the current management team to pursue the Companyâs strategy to develop its activities and grow its profitability.
The Board acknowledged its interest in these prospects.
It also accepted the resignations of the four directors representing the ceding shareholders and expressed a favorable opinion on the appointment of new directors to represent Metrovacesa further to the planned public offering and in light of the results of this bid.
The Board of Directors tasked its Chairman, Antoine Jeancourt-Galignani, and its Chief Executive Officer, Serge Grzybowski, to conduct an in-depth review of the terms and conditions of the proposed public offering, to contact Metrovacesaâs representatives with a view to obtaining any further details needed to clarify their intentions, and to discuss the Companyâs prospects and the industrial project with them.
The Company has appointed the investment banks CrÃ©dit Suisse First Boston and Lehman Brothers and the law firm Rambaud et Martel to act as its representatives, in order to enable its Board of Directors to form a well-informed opinion on Metrovacesaâs proposed public offering under the conditions required in accordance with French regulations.
A request has been submitted to suspend the trading of GECINA's shares, pending the filing of the public offering.