Regulatory News:
SergeFerrari Group (FR0011950682 SEFER), one of the world leaders in innovative composite materials, listed on Euronext Paris compartment C, hereby informs the public that the Company's Combined General Meeting, held today at 9:30 a.m. at the registered office (ZI de La Tour du Pin, 38110 Saint-Jean-de-Soudain), has approved the proposed transfer of the Company's shares to the Euronext Growth Paris market.
The General Meeting of Shareholders of SergeFerrari Group, which met today at the Company's headquarters, approved, in accordance with the provisions of Article L. 421-14 of the French Monetary Code, the proposed transfer of the Company's shares from the regulated market Euronext Paris to the Euronext Growth Paris organized multilateral trading facility, and granted full authority to the Management Board to implement this transfer of listing.
The Company announces that the Management Board, which met today, has decided to implement this transfer. Subject to Euronext Paris's approval, this transfer will be carried out by delisting the shares from trading on the Euronext market and simultaneously admitting them to trading on the Euronext Growth Paris market through an accelerated direct admission procedure, without issuing new shares.
Reasons for the Transfer
Since its inception, Euronext Growth Paris has established itself as the market of choice for growth companies with a market capitalization of less than one billion euros and a sufficient free float of more than 2.5 million euros-criteria that the SergeFerrari Group meets.
Completing this transfer will enable the Company to enhance the visibility and attractiveness of its stock, which will thus rank among the top 50 market capitalizations on Euronext Growth Paris. In this context, the Company will transition from a regulated market to a regulated market, which entails a more appropriate regulatory framework and includes certain simplified obligations.
Terms of the Transfer
The Company currently meets the eligibility requirements for the transfer procedure, namely a market capitalization of less than one billion euros and a minimum value of publicly held shares of 2.5 million euros. However, these criteria must be met as of the date of the transfer application.
Furthermore, the Company is in full compliance with all of its disclosure obligations on Euronext and plans to engage TP ICAP (Europe) SA as its Listing Sponsor within the timeframes required by applicable regulations.
Consequences of the Transfer (non-exhaustive list)
In accordance with applicable regulations, the Company hereby informs its shareholders of the main potential consequences of such a transfer:
Periodic Disclosure
The Company will publish, within four months of the end of the fiscal year, an annual report including, in particular, its annual and consolidated financial statements, a management report, and the auditors' reports.
It will also publish, within four months of the end of the first half of the year, a half-yearly report containing its consolidated half-yearly financial statements and a management report relating to those financial statements.
Ongoing Disclosure
The Company will continue to disclose to the public any information that could significantly influence the price of its securities (inside information). Regulated information (including, in particular, inside information) must always be disclosed effectively and in full. The Company will continue to use a professional distributor.
The Company must continue to maintain insider lists, and executives and senior managers must continue to file securities transaction reports with the AMF.
Board Composition Corporate Governance
The Company will continue to adhere to the Middlenext Corporate Governance Code. The CSR report will be maintained.
The existing committees, including the Audit Committee, will be retained, as the Company does not wish to alter its established governance practices.
Annual General Meetings
The documents for the Annual General Meeting will be posted on the Company's website on the date of the notice of meeting.
The results of the votes and the minutes of the Annual General Meeting will continue to be posted on the Company's website.
The Company will no longer be required to provide a live broadcast of the General Meeting or to post a recording of it on its website.
Threshold Crossings Public Offers
The protection of minority shareholders in the event of a change of control will be ensured on Euronext Growth Paris through the mechanism of a mandatory public offer whenever the threshold of 50% of the Company's capital or voting rights is exceeded, whether directly or indirectly, alone or in concert.
Furthermore, companies listed on Euronext Growth Paris are required to disclose to the market, in the event of changes in shareholding, only threshold crossings (upward or downward) of 50% and 90% of the capital or voting rights.
As of April 22, 2026, the Ferrari concert party holds 77.53% of the capital and 86.4% of the voting rights.
However, in accordance with applicable regulations, the Company will remain subject, for a period of three years following its delisting from the Euronext Paris market, to the rules governing public offerings and to the continued disclosure obligations regarding threshold crossings and declarations of intent as applicable to companies listed on Euronext Paris.
Liquidity of the security
It is noted that the liquidity agreement entered into by the Company will remain in effect following the market transfer.
Indicative timeline for the transaction (subject to approval by Euronext Paris)
- Mid-May 2026: Filing with Euronext Paris of a request for delisting of the securities from Euronext Paris and their admission to Euronext Growth Paris
- Mid-June 2026: authorization of the transfer by Euronext Paris
- No earlier than June 23, 2026: delisting of SergeFerrari Group shares from Euronext Paris (pre-market) and admission of SergeFerrari Group shares to Euronext Growth Paris (at market open) first trading
ABOUT SERGEFERRARI GROUP
The Serge Ferrari Group is a leading global supplier of composite materials for Tensile Architecture, Modular Structures, Solar Protection and Furniture/Marine, in a global market estimated by the Company at around €6 billion. The unique characteristics of these products enable applications that meet the major technical and societal challenges: energy-efficient buildings, energy management, performance and durability of materials, concern for comfort and safety together, opening up of interior living spaces etc. Its main competitive advantage is based on the implementation of differentiating proprietary technologies and know-how. The Group has manufacturing facilities in France, Switzerland, Germany, Italy and Asia. Serge Ferrari operates in 80 countries via subsidiaries, sales offices and a worldwide network of over 100 independent distributors.
At the end of 2025, SergeFerrari Group posted consolidated revenues of €347.5 million, more than 80% of which was generated outside France. SergeFerrari Group is listed on Euronext Paris Compartment C (ISIN code: FR0011950682). SergeFerrari Group shares are eligible for the PEA-PME and FCPI investment schemes. www.sergeferrari.com
SergeFerrari Group
A public limited company with a share capital of €4,919,703.60
Headquarters: ZI de La Tour du Pin
38110 Saint Jean de Soudain
382 870 277 RCS Vienne
View source version on businesswire.com: https://www.businesswire.com/news/home/20260422249078/en/
Contacts:
Valentin Chefson
Head of Relations Investisseurs
investor@sergeferrari.com
NewCap
Investor Relations Financial Communication
Théo Martin
Tél.: 01 44 71 94 94
sferrari@newcap.eu
