DJ Voyageurs du Monde: Proposed public tender offer for the securities of Voyageurs du Monde
Voyageurs du Monde
Voyageurs du Monde: Proposed public tender offer for the securities of Voyageurs du Monde
07-Jul-2026 / 18:55 CET/CEST
Dissemination of a French Regulatory News, transmitted by EQS Group.
The issuer is solely responsible for the content of this announcement.
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French public limited company (société anonyme)
Share capital: EUR 4.488.700
Registered office: 55 rue Sainte Anne - 75002 Paris - France
Registered with the Paris Trade and Companies Register (R.C.S. Paris) under number 315 459 016
LEI (Legal Entity Identifier): 9695005BNQGNY0ND5S19
Press Release
Paris, July 7, 2026
Proposed Public Tender Offer for the Securities of
Voyageurs du Monde
-- Avantage, the Company's controlling shareholder, has informed the Board of Directors of its intention to
file a proposed public tender offer for all Voyageurs du Monde shares and convertible bonds not already held by
Avantage or by its own shareholders.
-- The proposed offer price of EUR180 per share represents a premium of 23.7% over the closing share price on
6 July 2026 and of 27.2% over the volume-weighted average share price over the 60 trading days preceding 6 July
2026.
-- The proposed offer price of EUR182.52 per convertible bond represents a premium of 40.4% over both the
closing price on 6 July 2026 and the volume-weighted average price of the convertible bonds over the 60 trading
days preceding 6 July 2026.
-- The proposed offer will be followed by a squeeze-out in respect of all remaining securities of the
Company not held by Avantage following completion of the offer, provided that the legal conditions for implementing
such squeeze-out are satisfied at the end of the offer.
-- The Board of Directors of the Company has taken note of Avantage's intention to file the proposed offer.
-- An Offer Committee has been established and Crowe HAF has been appointed as the independent expert.
-- The filing of the proposed offer with the French Financial Markets Authority (Autorité des marchés
financiers - AMF) is expected to take place in early September 2026.
Main Terms of the Proposed Tender Offer
The proposed mandatory simplified[1] public tender offer for the securities of the Company was the subject of a press
release issued by Avantage and published in full on 6 July 2026.
The proposed offer follows the execution of an acting in concert agreement between the founding shareholders[2] (the
"Founding Shareholders") and the principal institutional investors[3] (the "Investors") of Voyageurs du Monde with a
view to acquiring the remaining share capital of Voyageurs du Monde.
The proposed offer, pursuant to which Avantage offers to acquire all of the Company's outstanding shares for cash at a
price of EUR180 per share and all of its outstanding convertible bonds at a price of EUR182.52 per convertible bond, was
presented to the Board of Directors of Voyageurs du Monde at its meeting held today.
The Board of Directors also noted Avantage's stated intention to continue the Company's business and development, with
no particular impact on Voyageurs du Monde's commercial strategy or employment policy, including workforce levels and
human resources management.
It is further noted that the principal Investors[4] will contribute the Voyageurs du Monde shares they hold directly to
Avantage and that Avantage has entered into an agreement with Amiral Gestion for the acquisition of a block of 73,969
Voyageurs du Monde shares, representing 1.65% of the Company's share capital, at a price of EUR180 per share.
Following completion of the shareholding reorganisation and the acquisition of the block of shares, Avantage will hold
86.44% of the share capital and 90.52% of the voting rights of Voyageurs du Monde.
Avantage has also indicated that it intends to implement a squeeze-out procedure following completion of the offer,
provided that the legal conditions for such procedure are satisfied.
The filing of the proposed offer with the French Financial Markets Authority (Autorité des marchés financiers - AMF),
which will review its compliance with the applicable regulations, is expected to take place in early September 2026.
Governance
The proposed transaction will have no impact on the executive governance or management continuity of Voyageurs du
Monde.
Jean-François Rial will continue to serve as Chairman of the Board of Directors and Chief Executive Officer of the
Company. Alain Capestan and Lionel Habasque will continue to serve as Deputy Chief Executive Officers. In addition,
Alain Capestan will remain Chairman of the Board of Directors and Chief Executive Officer of Avantage, while
Jean-François Rial and Lionel Habasque will continue to serve as Deputy Chief Executive Officers of Avantage.
Avantage has confirmed its intention to continue the development of Voyageurs du Monde by relying on the current
management team, which will continue to define and implement the Group's strategy.
Establishment of an Offer Committee and Appointment of the Independent Expert
In accordance with the provisions of the AMF General Regulation, the Board of Directors has established an Offer
Committee (Comité d'Offre) from among its members. The Offer Committee is composed of:
-- Mr. Alain Capestan, Director and Deputy Chief Executive Officer;
-- Ms. Marie-Emeline Bordier, permanent representative of Avantage, Director;
-- Ms. Caroline Giral-Deppen, permanent representative of Crédit Mutuel Equity SCR, Director.
As the Offer Committee is not composed of a majority of independent directors, the identity of the proposed independent
expert was submitted to the AMF for approval, in accordance with Article 261-1-1 I of the AMF General Regulation.
On the recommendation of the Offer Committee, the Board of Directors appointed Crowe HAF (represented by Mr. Olivier
Grivillers) as independent expert to prepare a report on the fairness of the financial terms of the proposed offer.
The reasoned opinion (avis motivé) of the Board of Directors and the report of the independent expert will be made
public in due course as part of the Company's draft response document (projet de note en réponse), the filing of which
with the AMF will be announced by the Company.
Disclaimer
This press release has been prepared for information purposes only. It does not constitute an offer to purchase, or a
solicitation of an offer to sell, any securities of Voyageurs du Monde in any jurisdiction, including France.
The distribution, publication or release of this press release may be subject to specific regulations or restrictions
in certain jurisdictions. Accordingly, persons into whose possession this press release comes are required to inform
themselves about, and to observe, any such local restrictions.
The Company's shares (ALVDM - ISIN: FR0004045847) are admitted to trading on Euronext Growth Paris and are eligible for
the French PEA-PME equity savings plan.
Contacts:
Voyageurs du Monde
Alain Capestan, Deputy CEO (Directeur Général Délégué)
T: 01 42 86 16 57
M: acapestan@voyageursdumonde.fr
Lionel Habasque, Deputy CEO (Directeur Général Délégué)
T: 01 53 73 77 09
M: lhabasque@terdav.com
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[1] Or, where applicable, through a squeeze-out tender offer, provided that the relevant conditions are satisfied on
the date the offer is filed
[2] Mrs Jean-François Rial, Alain Capestan, Lionel Habasque, Frédéric Moulin, Loïc Minvielle, and their respective
companies.
[3] BNP Paribas Développement, Montefiore, Crédit Mutuel Equity, Kairos Alpha, Bpifrance, Certares.
[4] Crédit Mutuel Equity, Bpifrance, Certares.
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Regulatory filing PDF file
File: Voyageurs du Monde: Proposed public tender offer for the securities of Voyageurs du Monde
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Language: English
Company: Voyageurs du Monde
55 rue Sainte-Anne
75002 Paris
France
Phone: +33 (0)1 42 86 17 00
Internet: www.voyageursdumonde.fr
ISIN: FR0004045847
Euronext ALVDM
Ticker:
AMF Category: Additional regulated information to be pubicly disclosed under the legislation of a Member State /
Takeover bid - Other news releases
EQS News ID: 2362030
End of Announcement EQS News Service
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