Friendly Completion of the first step of the acquisition by Mannai Corporation of a majority stake in Gfi Informatique

Saint-Ouen (France), 08 April 2016 – Subsequently to announcement on April 6th 2016, Mannai Corporation, Apax France, Altamir and Boussard & Gavaudan announce that, on April 8th 2016:

  • Mannai Corporation acquired from Apax France, Altamir and Boussard & Gavaudan, through an off-market transaction, 16,659,885 shares in Gfi Informatique at a price per share of € 8.50, representing c. 25% of the share capital and voting rights of Gfi Informatique on a fully diluted basis;
  • Mannai Corporation, Apax France, Altamir and Boussard & Gavaudan have entered into, in particular, a shareholders' agreement and a tender offer agreement pursuant to which they are acting in concert towards Gfi Informatique.

Therefore, Mannai Corporation has announced that it will file with the French Autorité des marchés financiers (the "AMF") a simplified cash tender offer for Gfi Informatique’s shares at a price of €8.50 per share, attached with the right to be paid the 2015 dividend. Gfi Informatique’s unlisted redeemable share warrants (“BSAAR”) will also be targeted by the tender offer at a price of €4.66 per BSAAR. The terms of the tender offer will be subject to the clearance of the AMF and will be assessed by the firm Finexsi, independent expert, appointed by Gfi Informatique in compliance with applicable laws and regulations.

Gfi Informatique's Board of Directors will be called upon to provide its reasoned opinion concerning the offer, bearing in mind that it had already favorably welcomed this amicable plan, which would allow to accelerate the Group’s development while ensuring the permanence of existing teams and management, and which is clearly in line with the 2015-2018 strategic plan’s industrial project.

Following the tender offer, it was noted that Mannai Corporation will purchase from Apax France, Altamir and Boussard & Gavaudan the number of additional shares required in order to reach a stake of 51% in Gfi Informatique (on a fully diluted basis).

This first acquisition represents a major step in Mannai Corporation transaction to acquire a majority stake (51% of shares and voting rights on a fully diluted basis) in Gfi Informatique. With this transaction, Mannai Corporation seeks to contribute Gfi Informatique’s strategy to accelerate international growth, alongside the existing management team and shareholders, Apax France, Altamir and Boussard & Gavaudan.

Mannai Corporation holding a majority stake would give Gfi Informatique a long-term shareholder who is an expert in the IT services industry and an effective partner capable of supporting the company’s growth. Its objective is to make Gfi Informatique a leader in IT services and software products within the EMEA (Europe, Middle East, Africa) zone.


About Mannai Corporation
Mannai Corporation is a diversified publicly listed conglomerate spanning the key industry and services sectors. Created over 60 years ago and headquartered in Doha, Qatar, the group has grown over the years through a business portfolio and geographical diversification strategy. Today, the core activities of the group include information and communication technology, automotive distribution, jewelry retailing, heavy equipment distribution and services and engineering services to the oil and gas sector. Mannai Corporation employs over 6,100 employees within its group of companies. In addition to Qatar, the conglomerate has a presence today in GCC, India & Turkey. As of December 31st 2015, Mannai Corporation recorded 1.48 billion euros in revenue and a 133 million euros net profit. Mannai Corporation is listed on the Qatar Exchange since 2007 (QE: MCCS).

About Apax Partners
Apax Partners is a leading private equity firm in French-speaking European countries. With more than 40 years of experience, Apax Partners provides long-term equity financing to build and strengthen world-class companies. Funds managed and advised by Apax Partners exceed €2.4 billion. These funds invest in fast- growing middle-market companies across four sectors of specialization.
Current portfolio companies include:
TMT: Altran, Cabovisão and ONI, Gfi Informatique, InfoPro Digital, InfoVista, Melita, and Vocalcom
Retail & Consumer: Alain Afflelou, Europe Snacks, Groupe Royer and Thom Europe (Histoire d’Or, Marc Orian and TrésOr).
Healthcare: Amplitude Surgical and Unilabs. Services: Groupe INSEEC, SK FireSafety and TEXA.
For more information, please visit www.apax.fr or our social networks.

About Altamir
Altamir (Euronext Paris-B, LTA) is a listed private equity company with more than €650m in assets under management. The company invests via and with the funds managed or advised by Apax Partners France and Apax Partners LLP, two leading private equity firms in their respective markets. It provides access to a diversified portfolio of fast-growing companies across Apax's sectors of specialisation (TMT, Retail & Consumer, Healthcare, Business & Financial Services) and in complementary market segments (mid-sized companies in French-speaking European countries and larger companies across Europe, North America and key emerging markets). For more information: www.altamir.fr

About Boussard & Gavaudan
Created in 2002 by Emmanuel Boussard and Emmanuel Gavaudan, Boussard & Gavaudan is an independent asset manager wholly owned by his founders and partners. The funds managed and advised by Boussard & Gavaudan are around €2.4 billion. The Group has 63 recognized professionals, from which 15 traders and 8 analysts. Boussard & Gavaudan distinguishes itself by its entrepreneurial, proactive and independent spirit, ensuring an objective investment process.

About Gfi Informatique
Gfi Informatique is a major player in value-added IT services and software in Europe, and occupies a strategic position in its differentiated approach to global firms and niche entities. With its multi-specialist profile, the Group serves its customers with a unique combination of proximity, sector organisation and industrial-quality solutions. The Group has around 12,000 employees and generated revenue of €894.0 million in 2015. Gfi Informatique is listed on the Paris Euronext (Compartment B) - ISIN Code: FR0004038099.

 

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