Regulatory News:
Not to be published, distributed or circulated
directly or indirectly in the United States, Canada, Australia or
Japan.
This press release is an advertisement and not
a prospectus within the meaning of Regulation (EU) 2017/1129.
Latecoere (Paris:LAT) (the “Company”), a tier 1 provider
to major international aircraft manufacturers, announces today the
success of its capital increase with preferential subscription
rights for an amount of approximately €124.4 million (the
“Capital Increase”), after total exercise of the extension
clause.
Greg Huttner, CEO of Latecoere declared: “Latecoere has
been growing 40% in H1 2023 with 6000 employees around the world
working hard to meet the growing volume demands from customers.
This growth requires significant investment in operational
capabilities and working capital. The company is also working on a
plan to restore profitability through a mix of commercial,
efficiency and productivity levers. We have a huge opportunity as a
company given the significant ramp up in demand for our business in
2024 and 2025 as well as additional potential new business. This
capital raise is a critical enabler and puts us on a solid footing
from a cash perspective to successfully execute on the plan, drive
our revenue growth and restore the company to profitability.”
Results of the capital increase
Following the subscription period which ended on November 14th,
2023, total demand amounted to approximately €125.0 million
(including the subscription on a reducible basis of Searchlight
Capital Partners), representing a subscription rate of 115.5%
before exercising the extension clause:
- 9,673,818,582 new shares have been subscribed on an irreducible
basis (“à titre irréductible”) representing approximately 89.4% of
the shares to be issued (before exercising the extension
clause);
- 2,824,913,664 new shares have been applied for on a reducible
basis (“à titre réductible”);
- Thus, in accordance with the terms of the Conciliation
Protocol, the Company exercised totally the extension clause.
Consequently, the extension clause will be allocated with
1,623,020,560 new shares.
The gross proceeds of the Capital Increase (without issue
premium) will thus amount to 124,431,576.30 euros, with the issue
of 12,443,157,630 new shares at a subscription price of €0.01 per
share.
The issue, settlement and delivery and start of trading of the
new shares on the regulated market of Euronext Paris are expected
to take place on November 21st, 2023. The sew shares will
immediately entitle their holders to receive dividends declared by
Latecoere as from the date of issuance. They will be immediately
fungible with existing ordinary shares of the Company and will be
traded on the same trading line under the same ISIN code
FR001400JY13.
The Capital Increase was directed by Société Générale acting as
Global Coordinator and Bookrunner.
Impact of the capital increase on the allocation of the share
capital
As a result of the Capital Increase, the Company’s share capital
will amount to €124,968,316.65 divided in 12,496,831,665 shares (of
which 12,496,777,165 ordinary shares and 54,500 preferred shares
2022).
Searchlight Capital Partners (through the company SCP SKN
Holding I SAS), which owned before the Capital Increase 74.65% of
the Company’s share capital, and that irrevocably committed to (i)
exercise all of its preferential subscription rights on an
irreducible basis (titre irréductible) and to subscribe new shares
for a total amount of €80,849,465.76, representing approximately
74.72% of the initial amount (excluding the extension clause) of
the Capital Increase on the basis of a subscription price of €0.01
per new share and (ii) to subscribe on a reducible basis to
2,735,190,494 new shares, will hold 10,859,250,748 shares,
representing 86.90% of the Company’s share capital after the
Capital Increase.
Lock-up commitments
The Company has agreed to a lock-up period starting on the date
of the approval by the French Autorité des Marchés Financiers (the
“AMF”) of the prospectus relating to the Capital Increase
and expiring 90 calendar days following the settlement-delivery
date of the new shares, subject to certain usual exceptions.
SCP SKN Holding I SAS has agreed to a lock-up period expiring
180 calendar days following the settlement-delivery date of the new
shares, subject to certain usual exceptions.
Availability of the prospectus
The prospectus approved by the AMF under number 23-453 on
October 30th, 2023 and comprised of (i) Latecoere 2022 universal
registration document filed with the AMF on June 23rd, 2023 under
number D.23-0514 (the “Universal Registration Document” or
“URD”), (ii) an amendment to the URD filed with the AMF on
October 30th, 2023 under number D.23-0514-A01 (the
“Amendment”), (iii) the securities note dated October 30th,
2023 (the “Securities Note”) and (iv) the summary of the
prospectus (included in the Securities Note) is available on the
websites of the AMF (www.amf-france.org) and the Company
(www.latecoere.aero). Copies of the prospectus are available free
of charge at the Company’s registered office (135, rue de Périole,
31500 Toulouse).
Risk factors
Investors’ attention is drawn to the risk factors relating to
Latecoere included in chapter 2 “Internal Control and Risk Factors”
of the URD as updated in chapter 2 of the Amendment and the risk
factors relating to the transaction and the new shares mentioned in
chapter 2 “Risk Factors” of the Securities Note.
Disclaimer
This press release does not constitute an offer to sell nor a
solicitation of an offer to buy, nor shall there be any sale of
ordinary shares in any State or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction.
The distribution of this document may, in certain jurisdictions,
be restricted by local legislations. Persons into whose possession
this document comes are required to inform themselves about and to
observe any such potential local restrictions.
This press release is an advertisement and not a prospectus
within the meaning of Regulation (EU) 2017/1129 of the European
Parliament and of the Council of 14 June 2017 (as amended, the
“Prospectus Regulation”). Potential investors are advised to
read the prospectus before making an investment decision in order
to fully understand the potential risks and rewards associated with
the decision to invest in the securities. The approval of the
prospectus by the AMF should not be understood as an endorsement of
the securities offered or admitted to trading on a regulated
market.
With respect to the member states of the European Economic Area
(others than France) and the United Kingdom (each a “Relevant
State”), no action has been undertaken or will be undertaken to
make an offer to the public of the securities referred to herein
requiring a publication of a prospectus in any Relevant State. As a
result, the securities may and will be offered in any Relevant
State only (i) to qualified investors within the meaning of the
Prospectus Regulation, for any investor in a Member State of the
European Economic Area, or Regulation (EU) 2017/1129 as part of
national law under the European Union (Withdrawal) Act 2018 (the
“UK Prospectus Regulation”), for any investor in the United
Kingdom, (ii) to fewer than 150 individuals or legal entities
(other than qualified investors as defined in the Prospectus
Regulation or the UK Prospectus Regulation, as the case may be), or
(iii) in accordance with the exemptions set forth in Article 1 (4)
of the Prospectus Regulation or under any other circumstances which
do not require the publication by Latecoere of a prospectus
pursuant to Article 3 of the Prospectus Regulation, of the UK
Prospectus Regulation and/or to applicable regulations of that
Relevant State.
The distribution of this press release has not been made, and
has not been approved, by an “authorised person” within the meaning
of Article 21(1) of the Financial Services and Markets Act 2000. As
a consequence, this press release is only being distributed to, and
is only directed at, persons in the United Kingdom that (i) are
“investment professionals” falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order
2005 (as amended, the “Order”), (ii) are persons falling
within Article 49(2)(a) to (d) (“high net worth companies,
unincorporated associations, etc.”) of the Order, or (iii) are
persons to whom an invitation or inducement to engage in investment
activity (within the meaning of Article 21 of the Financial
Services and Markets Act 2000) in connection with the issue or sale
of any securities may otherwise lawfully be communicated or caused
to be communicated (all such persons together being referred to as
“Relevant Persons”). Any investment or investment activity
to which this document relates is available only to Relevant
Persons and 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.
This press release may not be published, distributed or
transmitted in the United States (including its territories and
dependencies). This press release does not constitute or form part
of any offer of securities for sale or any solicitation to purchase
or to subscribe for securities or any solicitation of sale of
securities in the United States. The securities referred to herein
have not been and will not be registered under the U.S. Securities
Act of 1933, as amended (the “Securities Act”) or the law of
any State or other jurisdiction of the United States, and may not
be offered or sold in the United States absent registration under
the Securities Act or pursuant to an exemption from, or in a
transaction not subject to, the registration requirements of the
Securities Act. Latecoere does not intend to register all or any
portion of the securities in the United States under the Securities
Act or to conduct a public offering of the securities in the United
States.
This announcement may not be published, forwarded or
distributed, directly or indirectly, in the United States, Canada,
Australia or Japan.
About Latecoere
As a Tier 1 partner to major industrial OEMs (Airbus, Boeing,
Bombardier, Dassault Aviation, Embraer, Lockheed Martin), Latecoere
serves the aerospace sector with innovative solutions for a
sustainable world. The Group operates in all segments of the
aerospace industry (commercial, regional, business, defense,
space), in two business areas:
- Aerostructures (55 % of sales as of December 31, 2022): doors,
fuselage, wings and empennage, connecting rods and customer
service;
- Interconnection systems (45 % of sales as of December 31,
2022): wiring, avionics furniture, on-board equipment, electronic
products and customer service.
At December 31, 2022, the Group employed 5 918 people in 14
countries. Latecoere is listed on Euronext Paris - Compartment B,
ISIN Code: FR001400JY13 - Reuters: AEP.PA - Bloomberg: AT.FP
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version on businesswire.com: https://www.businesswire.com/news/home/20231116606141/en/
Thierry Mahé / Media Relations +33 (0)6 60 69 63 85
LatecoereGroupCommunication@latecoere.aero
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