THE DISSEMINATION, PUBLICATION OR DISTRIBUTION OF THIS PRESS RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IS NOT AUTHORIZED IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR ANY OTHER COUNTRY WHERE SUCH COMMUNICATION WOULD VIOLATE APPLICABLE REGULATIONS
Ivry-sur-Seine - France, September 14, 2026, 5:45 PM CET
FILING WITH THE EUROPEAN COMMISSION OF
THE TAKEOVER BID INITIATED BY EP GROUP
FOR MERGER CONTROL PURPOSES
- Filing by EP FR HOLDCO of the formal notification with the European Commission
- Merger control clearance expected by early November
- Closing of the Offer expected by the end of 2026
EP FR HOLDCO, a company controlled by EP Group and set up for the purposes of the Offer, announced that it has today filed with the European Commission the formal notification under merger control of its proposed public tender offer for the outstanding shares and OCEANEs of Fnac Darty (the "Offer"), in accordance with Regulation (EC) No. 139/2004 (the "EU Merger Regulation").
Provided the European commission confirms that the notification file is complete as of the date of formal notification, the phase I review period is expected to expire early November (at the latest), subject to suspension or extension in accordance with the provisions of the EU Merger Regulation.
As per the announcement issued by the French Financial markets authority (Autorité des marchés financiers, "AMF") on May 11, 2026, the closing date of the Offer will be set by the AMF after receipt of the European Commission's clearance. The Offer is expected to close by the end of 2026. If successful, the Offer should then be reopened for at least ten trading days.
Terms and conditions of the Offer
The Offer price is €35 per share following payment on June 5, 2026 of the €1.0 dividend for the 2025 financial year, and €81.161 per OCEANE.
The Offer was approved on May 7, 2026 by the AMF, which granted its visa on the offer document of EP FR HOLDCO under number 26-128, and on Fnac Darty's response document under number 26-129.
The Board of Directors of Fnac Darty, on the recommendation of the Ad Hoc Committee, has issued a favorable opinion on the Offer detailed in the response document of Fnac Darty.
Ledouble, acting as an independent expert, has issued a report stating that the financial conditions of the Offer are fair for Fnac Darty's shareholders and OCEANE holders.
The documentation linked to the Offer is available on Fnac Darty's website in the dedicated section (https://www.fnacdarty.com/en/group/investors/projet-doffre-publique-dachat-de-ep-group/) as well as on the AMF website (www.amf-france.org).
Disclaimer
This press release has been prepared for informational purposes only. It does not constitute an offer to buy or a solicitation for the sale of Fnac Darty shares in any country, including France. The dissemination, publication or distribution of this press release may be subject to specific regulations or restrictions in certain countries. Accordingly, persons in possession of this notice are required to inform themselves of any local restrictions that may apply and to comply with them. Fnac Darty excludes any liability in the event of violation of applicable legal restrictions by any person.
About Fnac Darty
Fnac Darty is a European leader in omnichannel retail, a leading player in the sale of consumer electronics, household appliances, cultural and leisure goods. Present in 15 countries, mainly in France, Italy, Belgium, Portugal, Spain and Switzerland, it has nearly 30,000 employees and a multi-format network of around 1,500 stores, with strong positions on the web and a growing number of subscribers to its services. In 2025, the Group recorded sales of more than €10 billion. With Beyond everyday, its strategic plan for 2030, Fnac Darty is continuing its expansion in Europe and deepening its model based on omnichannel, services and circularity.
For more information: www.fnacdarty.com
CONTACTS
ANALYSTS/INVESTORS
Domitille Vielle - Head of Investor Relations - domitille.vielle@fnacdarty.com - +33 (0)6 03 86 05 02
Laura Parisot - Investor Relations Manager - laura.parisot@fnacdarty.com - +33 (0)6 64 74 27 18
PRESS
Bénédicte Debusschere - Head of Media Relations and Influence - benedicte.debusschere@fnacdarty.com - +33 (0)6 48 56 70 71
1 Assuming an interest period starting on March 23, 2026 and ending on November 16, 2026, as illustrative settlement date of the initial acceptance period of the offer. The offer price per 2027 OCEANE will be adjusted according to the actual settlement date of the initial acceptance period.
