The Sagem Supervisory Board, meeting on October 28, 2004 under the chairmanship of Mario Colaiacovo, and the Snecma Board of Directors, meeting the same day under the chairmanship of Jean-Paul Béchat, examined a proposed merger of the two groups. Sagem’s Supervisory Board has approved the project, while Snecma’s Board of Directors will issue an opinion at a meeting to be held early next week.
As stipulated by law, this proposed merger will first be submitted for consultation by employee representative bodies.
The merger would take place in two linked stages.
In the first stage, Sagem would submit a public offer for the totality of Snecma shares. This offer would mainly include an exchange offer of 13 Snecma shares for three Sagem shares, along with an ancillary public share offer at a price of 20 euros per Snecma share, this ancillary offering having a total ceiling of 1.25 billion euros. In addition, an interim dividend of 0.5 euro per share shall be paid by Sagem on the settlement-delivery day, both for the existing shares and for the shares tendered within the scope of the exchange offer. This offer will be subject to approval by the French stock exchange authorities (AMF) and the required regulatory authorizations.
In the second stage, the two groups would finalize their merger immediately upon approval of both companies’ financial statements for 2004.
The expanded group would be a major player in the civil aviation, defense, telecommunications and electronics sectors, with a robust, well-balanced business portfolio.
The merger, which would have no negative impact on the employment situation, would enable the two groups to energize their development through complementary technology skills and a denser international sales and marketing network, backed by similar corporate cultures and values. For example, Sagem’s technical expertise, especially in electronics, would immediately find new outlets through applications on Snecma’s aircraft engines and equipment. In the same way, Snecma would provide Sagem with access to an extended international commercial network.
The merger is designed to create a major industrial and technology group that is competitive on the global stage and enjoys strong positions in growth sectors. The balance and diversity of the group’s businesses, thanks to their complementary operating cycles, would give the new entity greater financial stability, significantly reduced exposure to the U.S. dollar, and expanded capability for growth.
