OL Groupe recalls that Eagle Football Holdings LLC ("Eagle Football"), controlled by Mr. John Textor, is definitively and unconditionally committed to acquire[1] 39,201,514 shares and 789,824 OSRANEs issued by OL Groupe from OL Groupe's main historical shareholders (Pathé, IDG Capital and Holnest - hereinafter the "Sellers"). Eagle Football has also undertaken to subscribe[1], subject to the completion of the aforementioned acquisitions, to a reserved capital increase of OL Groupe for a total amount of €86 million (together, the "Transaction")[2]. This capital increase has been approved by the shareholders' meeting of July 29, 2022.
Discussions are well advanced with the lenders of the group Olympique Lyonnais in order to confirm that all of the group's financing arrangements will remain in place notwithstanding the change of control that will result from the Transaction, subject to a limited partial early repayment amounting approximately to €50 million[3]. Almost all of the lenders have already given their agreement on such principle, and the group expects all lenders to agree before closing.
A preliminary agreement has also recently been entered into between Eagle Football and its main financial partners regarding the principal terms of a financing for the completion of the Transaction. The definitive financing documentation is being prepared.
The parties nevertheless still have to finalize the legal documentation, notably regarding the main financing arrangements of Eagle Football, and the technical steps necessary for the proper completion of the Transaction.
The time necessary for this finalization does not enable the completion of the Transaction ("Closing") to take place on September 30, 2022 as initially contemplated.
Discussions are ongoing between the parties to determine a new date for Closing.
The Company will inform the market as soon as those discussions will be completed and a new closing date will be agreed, which is expected in the next few days.
| OL Groupe Tél : +33 4 81 07 55 00 Fax : +33 4 81 07 45 65 Email : investisseurs@ol.fr www.ol.fr | Euronext Paris - compartiment C Indices: CAC Small - CAC Mid & Small - CAC All-Tradable - CAC All-Share - CAC Consumer Discretionary Code ISIN: FR0010428771 Reuters: OLG.PA Bloomberg: OLG FP ICB: 40501030 Services de loisirs |
[1] Directly or through an affiliate.
[2] See the Company's press releases dated June 20, 2022, July 8, 2022 and July 29, 2022 and the prospectus published by OL Groupe on July 22, 2022 (https://www.actusnews.com/documents/ACTUS-0-12630-olg-prospectus-de-relance-v-finale-avec-visa.pdf).
[3] As discussions currently stand.
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https://www.actusnews.com/documents_communiques/ACTUS-0-76469-olg-cp-30092022-en.pdf
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