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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Orpea SA | EU:ORP | Euronext | Ordinary Share |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.002 | 0.02% | 11.762 | 11.748 | 11.776 | 12.06 | 11.582 | 11.756 | 83,408 | 14:23:19 |
MAIN TRANSACTION TERMS
Regulatory News:
ORPEA S.A (Paris:ORP) (the “Company”) announces today the characteristics and expected timetable of the reverse share split of all outstanding shares of the Company (the "Reverse Share Split").
The Reverse Share Split will begin on February 20th, 2024, following settlement-delivery of the share capital increase with shareholders' preferential subscription rights in an amount (including the issue premium) of EUR 390,019,672.62, by way of issuance of 29,324,787,415 new shares, having been the subject of a prospectus approved by the AMF on January 17th, 2024 under number 24-006, and the settlement-delivery of which is scheduled for February 15th, 2024 according to the indicative timetable announced in the press release dated January 18th, 2024 (the "Rights Issue").
The Chief Executive Officer, using the delegation of authority granted to him by the Company's Board of Directors on January 16th, 2024, and in accordance with the twenty-fifth (25th) resolution of the Company's combined General Meeting held on December 22nd, 2023, has today decided to implement the Reverse Share Split.
The Reverse Share Split will result in the allocation of one (1) new ordinary share to be issued with a par value of ten (10.00) euros (the "New Shares") for one thousand (1,000) existing ordinary shares with a par value of one euro cent (0.01) each (the "Existing Shares"), and the division by one thousand (1,000) of the number of outstanding shares of the Company's share capital at the start date of the Reverse Share Split on February 20th, 2024, i.e. a total of 159,191,703,111 shares with a par value of 0.01 euro each, taking into account the 29,324,787,415 shares to be issued, according to the indicative timetable, on February 15th, 2024, as part of the Rights Issue.
The Reverse Share Split is a purely technical exchange transaction with no direct impact on the total value of the Company's shares held by each shareholder.
Main terms and conditions of the Reverse Share Split:
The final number of Existing Shares subject to the Reverse Share Split and the final number of New Shares to be issued as a result of the Reverse Share Split, after taking into account the 29,324,787,415 shares to be issued in connection with the Rights Issue, will be determined by the Chief Executive Officer no later than the day on which the Reverse Share Split operations begin, and will be published by the Company on its website.
After this date, any shares that could not be allocated individually and corresponding to fractional shares will be sold in accordance with the terms and conditions set out in Article R. 228-12 of the French Commercial Code and in accordance with market practice.
Existing shares that have not been consolidated will be delisted at the end of the Reverse Share Split period.
At the end of the Reverse Share Split period, shares that have not been consolidated will lose their voting rights and will no longer be included in the calculation of the quorum, and their rights to future dividends will be suspended.
Pursuant to Articles L. 228-6-1 and R. 228-12 of the French Commercial Code, at the end of a period of 30 days from March 22nd, 2024, the New Shares that could not be allocated individually and corresponding to fractional shares will be sold on the stock market by the account holders, and the proceeds of the sale will be allocated in proportion to the fractional shares of the holders of these shares.
Existing Shares subject to the Reverse Share Split will be admitted to trading on Euronext Paris under ISIN code FR0000184798 until March 21st, 2024, the last day of trading.
New Shares resulting from the Reverse Share Split will be admitted to trading on Euronext Paris from March 22nd, 2024, the first day of trading, under the new ISIN code FR001400NLM4.
As from February 27th, 2024, the Existing Shares will no longer be eligible for the DSS and will have to be settled in cash until their last trading day, i.e. March 21st, 2024. As from March 22nd, 2024, the date of their admission to listing, the New Shares will be eligible for the DSS.
Indicative timetable:
February 5th, 2024
Publication of the notice of the Reverse Share Split in the Bulletin des Annonces Légales Obligatoires
February 20th, 2024
Start of Reverse Share Split operations
From February 27th, 2024
Suspension of the DSS for the Existing Shares
February 20th, 2024 to March 21st, 2024 inclusive
Possibility for shareholders to buy and sell shares in order to obtain a number without fractional shares
March 21st, 2024
Last day of trading of Existing Shares
March 22nd, 2024
Listing of the New Shares
A notice of Reverse Share Split has been published today in the Bulletin des Annonces Légales Obligatoires (BALO).
About ORPEA
ORPEA is a leading global player, expert in providing care for all types of frailty. The Group operates in 20 countries and covers three core businesses: care for the elderly (nursing homes, assisted living facilities, homecare and services), post-acute and rehabilitation care and mental health care (specialized clinics). It has more than 76,000 employees and welcomes more than 267,000 patients and residents each year.
https ://www.orpea-group.com/
Since December 2023, the ORPEA Group has been 50.2% owned by Caisse des Dépôts, CNP Assurances, MAIF and MACSF Épargne Retraite.
ORPEA is listed on Euronext Paris (ISIN: FR0000184798) and is a member of the SBF 120 and CAC Mid 60 indices.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240204745378/en/
Investor Relations ORPEA Benoit Lesieur Investor Relations Director b.lesieur@orpea.net
Toll-free number for shareholders : 0 805 480 480
Investor Relations NewCap Dusan Oresansky Tel. : 01 44 71 94 94 ORPEA@newcap.eu
Press Relations ORPEA Isabelle Herrier-Naufle Investor Relations Director Tel. : 07 70 29 53 74 i.herrier-naufle@orpea.net
Image7 Charlotte Le Barbier // Laurence Heilbronn 06 78 37 27 60 – 06 89 87 61 37 clebarbier@image7.fr lheilbronn@image7.fr
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