News Release: Essilor and Delfin extend the deadline of the Combination Agreement - EssilorLuxottica General Meeting to be reconvened
Essilor and Delfin extend the deadline
of the Combination Agreement
EssilorLuxottica General Meeting to be reconvened
Charenton-le-Pont, France, and Milan, Italy, (June 29, 2018) - Essilor (Euronext Paris: EI) and Luxottica (MTA: LUX), announce the extension to July 31, 2018 of the deadline of both the Combination Agreement1 and Contribution Agreement2 signed between Essilor and Delfin, Luxottica's majority shareholder.
As of today, the Chinese competition authority has not yet approved the contemplated combination between Essilor and Luxottica, such approval being a condition precedent to the closing of the combination. The parties remain confident that they will succeed in completing the antitrust processes in China and Turkey in the coming weeks.
The first General Meeting of EssilorLuxottica shareholders which was scheduled for July 25, 2018 will be reconvened by the EssilorLuxottica's Board of Directors for a later date to be announced as soon as possible.
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Essilor International (Compagnie Générale d'Optique) ("Essilor") is the world's leading ophthalmic optics company. Essilor designs, manufactures and markets a wide range of lenses to improve and protect eyesight. Its mission is to improve lives by improving sight. To support this mission, Essilor allocates more than €200 million to research and innovation every year, in a commitment to continuously bring new, more effective products to market. Its flagship brands are Varilux®, Crizal®, Transitions®, EyezenTM, Xperio®, Foster Grant®, BolonTM and Costa®. It also develops and markets equipment, instruments and services for eyecare professionals.
Essilor reported consolidated revenue of around €7.5 billion in 2017 and employs approximately 67,000 people worldwide. It markets its products in more than 100 countries and has 34 plants, 481 prescription laboratories and edging facilities, as well as 4 research and development centers around the world. For more information, please visit www.essilor.com.
The Essilor International share trades on the Euronext Paris market and is included in the Euro Stoxx 50 and CAC 40 indices. Codes and symbols: ISIN: FR0000121667; Reuters: ESSI.PA; Bloomberg: EI:FP.
About Luxottica Group
Luxottica is a leader in the design, manufacture and distribution of fashion, luxury and sports eyewear. Its portfolio includes proprietary brands such as Ray-Ban, Oakley, Vogue Eyewear, Persol, Oliver Peoples and Alain Mikli, as well as licensed brands including Giorgio Armani, Burberry, Bulgari, Chanel, Coach, Dolce&Gabbana, Ferrari, Michael Kors, Prada, Ralph Lauren, Tiffany & Co., Valentino and Versace. The Group's global wholesale distribution network covers more than 150 countries and is complemented by an extensive retail network of approximately 9,000 stores, with LensCrafters and Pearle Vision in North America, OPSM and LensCrafters in Asia-Pacific, GMO and Óticas Carol in Latin America, Salmoiraghi & Viganò in Italy and Sunglass Hut worldwide. In 2017, with approximately 85,000 employees, Luxottica posted net sales of over Euro 9 billion. Additional information on the Group is available at www.luxottica.com.
This press release does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States or any other jurisdiction. Securities may not be offered or sold in the United States unless they have been registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or are exempt from registration. The securities that may be offered in any transaction have not been and will not be registered under the U.S. Securities Act and Essilor does not intend to make a public offering of any such securities in the United States.
This press release is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). The securities which are referred to herein are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
- On January 15, 2017, Essilor and Delfin entered into a combination agreement (the "Combination Agreement") setting forth the terms of the proposed combination between Essilor and Luxottica.
- The terms and conditions of the contribution by Delfin of its entire equity interest in Luxottica to Essilor, in exchange for new shares to be issued by Essilor, are set forth in a contribution agreement entered between Delfin and Essilor on March 22, 2017 (the "Contribution Agreement").
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