La Francaise De Lenergie Ipo Rothschild

La francaise de lenergie ipo rothschild

  • Offer price set at €27 per share
  • Issuance of 1,388,889 new shares representing a total amount of €37,5 million
  • Funds to finance the acquisition of Gazonor, the reimbursement of certain shareholders' loans (including a loan granted by EGLUK) and the expenditures of its coal bed methane production activities in Lorraine
  • Valuation of €137 million

Regulatory News:

Française de l'Energie (Paris:LFDE) ("Française de l'Energie" or the "Company"), a key participant in the gas sector in France, announces today the completion of its Initial Public Offering on compartment C of the Euronext regulated market in Paris ("Euronext Paris"), raising €37.5 million through a capital increase.

The Open Price Offering and the Global Placement price has set at €27 per share.

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The total number of shares issued will be 1,388,889, resulting in a capital increase of €37.5 million. Based on a total of 5,065,174 shares to be admitted to the market and a price of €27 per share, La Française de l'Energie's valuation will be €137 million at the end of the operation.

Julien Moulin, Chairman CEO of La Française de l'Energie states: "We are pleased about the completion of La Française de l'Energie's IPO on Euronext Paris.

We would like to thank first of all our historical shareholders who have renewed their trust and demonstrated their ongoing support to our strategy.

We would also like to thank each of our new investors, individuals or professionals, for putting their savings and trust in our unique project focusing on developing local cleaner gas production for the benefits of the territories where we operate.

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The quality of the investor base is another positive takeaway from this fund raising exercise. With the funding of RGreen Invest, the capital raise is a significant milestone in our development strategy and will enable us to focus on the implementation of our development in Lorraine and Nord-Pas-de-Calais.

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The settlement/delivery of issued shares in the Open Price Offering and the Global Placement will take place on June 14, 2016.

Shares will begin their conditional trading on Euronext Paris from June 13, 2016 at 9.00 AM CET in the form of undertakings to deliver shares (promesses d'actions) until June 14, 2016. The shares issued upon conversion of convertible bonds issued by the Company, i.e. a number of 449,665 shares, will be issued the same day.

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The shares will then be traded under a unique quotation line "FRANCAISE ENERGIE" from June 15, 2016 onwards.

TERMS OF THE GLOBAL OFFERING

  • Offering Price:
  • Breakdown of the Offering:
    • 1,3456,365 shares were allocated to the Global Placement (representing €36.4 million or 72.7% of the total shares initially offered).
    • 42,524 shares were allocated to the French Public Offering (representing €1.1 million or 2.3% of the total shares initially offered), which represents the total of shares issued in the French Public Offering.
  • Size and Gross Proceeds of the Offering:
    • 1,388,889 new shares issued by the Company through the French Public Offering.
    • The gross proceeds from the issuance of new shares amount to a total of €37.5 million.
  • Shares issuable upon conversion of convertible bonds issued by the Company
    • 449,665 new shares will be issued by the Company upon conversion of convertible bonds.
  • Subscription from main shareholders
    • As indicated in the Complementary Note that received a visa from the Autorité des Marchés Financiers on June 7, 2016 under number 16-231, Mr Julien Moulin, Mr Jean Chalopin (acting on its own behalf and on behalf of some of the main existing shareholders, of which those indicated below excluding Mr Julien Moulin) have placed a subscription order of 398 369 new shares, in addition to their subscription commitment as described in the note d'opération that received a visa from the Autorité des Marchés Financiers on May 23, 2016 under number 16-194.

      Consequently, the breakdown of additional subscriptions is as follows:

Investor Shareholder

Amount of additional subscription
commitment

Jean Chalopin* €7,800,000
Financière Gabriel (Jean-François Michaud) €2,000,000
The Philippe Fund €200,000
Julien Moulin €571,000
Frédéric Durr €184,960

TOTAL

€10,755,960

As indicated below, Mr Chalopin may decide to sell a part of these shares to other existing shareholders

  • All the shares subscribed by existing shareholders account for a total amount of €19.5 million, representing 51.9% of the gross proceeds of the Offering.

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    The remaining shares have been subscribed by new shareholders, notably Crédit Mutuel Nord Europe (CMNE).

EVOLUTION OF THE SHARE CAPITAL

  • Following the Company's IPO and the issuance of new shares issuable upon conversion of convertible bonds, the share capital will include:

5,065,174 existing shares

  • of which 1,388,889 shares issued through the Offering
  • of which 449,665 shares issued upon conversion of convertible bonds

In addition 370,370 shares may be issued if the bonds with redeemable warrants (BSA) issued by the Company are exercised simultaneously with the convertible bonds and detached from these ones.

There is no other dilutive financial instrument as of the date of this press release.

  • Following the Offering and the issuance of new shares issued upon conversion of convertible bonds, the shareholding structure of La Française de l'Energie is as follows:
Shareholder structure following the Offering
Shareholders

Number of
shares

% of share
capital

Number of
voting rights

% of voting
rights

Chaldon Asia Limited (Famille Chalopin) 782,579 15.45% 782,579 14.31%
Deltec Bank 663,536 13.10% 663,536 12.13%
EGL UK 403,905 7.97% 807,810 14.77%

Maritime Manufacturers Associates (Hugues
Lamotte Associates)

350,000 6.91% 350,000 6.40%
Julien Moulin 267,290 5.28% 267,290 4.89%
Ginkgo Holdings Limited (Famille Durr) 238,076 4.70% 238,076 4.35%

Financière de Rosario et Financière Gabriel
(Famille Michaud)

250,334 4.94% 250,334 4.58%
Crédit Mutuel du Nord Europe 185,185 3.66% 185,185 3.39%
Total historic shareholders and large new shareholders3,140,90562.01%3,544,81064.82%

Others, and notably: the Lorenceau Family,
the Cromback Family, the Labruyere Family
and various clients of LCF Rothschild

1,440,968 28.45% 1,440,968 26.35%
Public 483,301 9.54% 483,301 8.84%
Total5,065,174100.00%5,469,079100.00%

As indicated above, Mr Jean Chalopin (acting on its own behalf and on behalf of some of the main existing shareholders) has placed an additional subscription order for an amount of €7.8 million through the Offering, representing 288,888 new shares.

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Mr Jean Chalopin, who has acted on behalf of several other existing shareholders, may decide to sell a part of the 288,888 new shares subscribed through the Offering to other existing shareholders of the Company.

Reminder of the use of proceeds:

  • Finance the expenditures of its coal bed methane production activities in Lorraine (subsidised electricity tariff guaranteed over the next 15 years)
  • Finance the acquisition of Gazonor in Nord-Pas-de-Calais and the transformation of coal mining methane into electricity (regulatory approval applicable to the mining law was deemed obtained May 23, 2016)
  • Finance the reimbursement of the convertible loan granted by EGLUK to the Company in 2014 and finance the reimbursement of the shareholders' loans granted to the Company in February 2016.

IPO schedule Next steps

June 13 2016
  • Beginning of conditional trading in the Company's shares on Euronext Paris on the unique quotation line "FRCAISE ENGIE PROM"
June 14 2016
  • Issuance of new shares issuable upon conversion of convertible bonds
  • Settlement and delivery of the Offering
June 15 2016
  • Beginning of unconditional trading in the Company's shares on Euronext Paris on the unique quotation line "FRANCAISE ENERGIE"

Française de l'Energie codes

  • Name: FRANCAISE DE L'ENERGIE
  • ISIN code: FR0013030152
  • Mnemonic:LFDE
  • Section:Compartment C
  • Business sector: ICB: 0530 Oil Gas Producers
  • ICB classification: 0533 Exploration Production

Information available to the Public Copies of the prospectus, that received a visa from the AMF, comprising a document de base registered with the AMF on March 14, 2016 under number I.

16-009, the "Securities Note" that received a visa from the AMF on May 23, 2016 under number 16-194, the complementary note to the prospectus that received a visa from the AMF on June 7, 2016 under the number 16-231, and the summary of the Prospectus (contained in the securities notes), may be obtained free of charge from La Française de l'Energie, (1 avenue Saint-Rémy, Esp. Pierrard, 57 600 Forbach) as well as from the Company's (www.francaisedelenergie.fr) and the AMF's (www.amf-france.org) websites.

Risk factors - Française de l'Energie draws the public's attention to the business-related risks described in Chapter 4 "Risk Factors" of the Document de Base and the offer-related risks described in Chapter 2 "Offer-related Risk Factors" of the Securities Note.

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If all or some of these risks materialise, this could have an adverse effect on the activity, reputation, operating results, financial situation or future prospects of the group. Furthermore, other risks, which were not identified or were not considered relevant by the group at the time the document received its visa from the AMF, could have the same adverse effect.

About La Française de l'Energie

Française de l'Energie is a young, innovative company (Bpifrance label) based in Forbach in the Lorraine region of France.

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Based in the region since 2009, Française de l'Energie is a dynamic SME which employs almost 20 people, and is already a leader in the evaluation of gas resources in France. Française de l'Energie specialises in CBM (Coal Bed Methane), and its experienced technical team has demonstrated the presence of significant gas resources in the coals of former French producing basins.

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With the production of this new generation energy, which is both clean and strategic, Française de l'Energie is developing an ambitious project based on recognised expertise.

For more information, go to www.francaisedelenergie.fr

Disclaimer

This press release does not constitute, nor can it be construed as, a public offer or offer to buy or solicit the public's interest in a public offer.

No communication or other information related to this transaction or to Française de l'Energie may be transmitted to the public in a country in which any approval or registration is required.

No steps to such end have been taken (or will be taken) by Française de l'Energie in any country in which such steps would be required (other than France). The subscription for or the purchase of Française de l'Energie shares may be subject to specific legal or regulatory restrictions in certain jurisdictions.

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Française de l'Energie assumes no responsibility for any violation of any such restrictions by any person.

This press release does not constitute a prospectus within the meaning of Directive 2003/71/CE of the European Parliament and Council dated 4 November 2003, as amended, in particular by Directive 2010/73/EU in the case where such Directive was implemented into Law in the member States of the European Economic Area (together, the "Prospectus Directive").

This press release is promotional in nature.

In France, an offer is open to the public only after the delivery by the AMF of a visa.

With respect to the member States of the European Economic Area other than France (the "Member States") having implemented the Prospectus Directive into Law, no action has been or will be taken in order to permit a public offer of the securities which would require the publication of a prospectus in one of such Member States.

LA FRANÇAISE DE L'ENERGIE lance son IPO

As a result, securities may not and will not be offered in any Member States (other than France), except pursuant to the exemptions set forth in Article 3(2) of the Prospectus Directive, if such exemptions have been implemented into Law in the Member State(s) in question or in other cases not requiring Française de l'Energie to publish a prospectus under the Prospectus Directive and/or regulations applicable in these Member States.

Any shares sold in the United States will be sold only to "qualified institutional buyers" (as defined in Rule 144A under the U.S.

Securities Act of 1933, as amended) pursuant to Rule 144A.

This press release was not disseminated or approved by an "authorised person" within the meaning of Section 21 of the Financial Services and Markets Act 2000. As a result, this press release is directed at and intended for only (i) persons outside the United Kingdom, (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, (iii) persons listed in Article 49(2) (a) to (d) (high net worth companies, unregistered associations, etc.) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, or (iv) to any other person to whom this press release may be directed by Law (persons mentioned in paragraphs (i), (ii), (iii), and (iv), together referred to as "Relevant Persons").

The shares of Française de l'Energie described herein are available only to Relevant Persons, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire Française de l'Energie securities will be addressed to and engaged in only with Relevant Persons. Any person who is not a Relevant Person must not act or rely on this document or any of the information it contains.

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This press release does not constitute a prospectus approved by the Financial Services Authority or any other regulatory authority in the United Kingdom within the meaning of Section 85 of the Financial Services and Markets Act 2000.

This document does not constitute or form part of an offer of securities or a solicitation for purchase, subscription or sale of securities in the United States or any other jurisdiction (other than France).

Securities may not be offered, subscribed or sold in the United States without registration under the U.S. Securities Act of 1933, as amended (the "U.S.

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Securities Act"), or pursuant to an exemption from this registration requirement. Française de l'Energie shares have not been and will not be registered under the U.S. Securities Act and Française de l'Energie does not intend to undertake a public offering of its securities in the United States.

The release of this press release in certain jurisdictions may constitute a violation of applicable laws.

The information contained in this press release does not constitute an offer of securities in Canada, Australia or Japan.

AOF - EN SAVOIR PLUS

This press release must not be directly published, transmitted or distributed in the territory of the United States, Canada, Australia or Japan.

For a period of 30 days from the date the Offer Price is made public (i.e., according to the indicative timetable until July 7, 2016, inclusive), Société Générale, as stabilisation agent, pursuant to applicable laws and regulations, specifically Regulation No.

2273/2003 of the European Commission of 22 December 2003 governing terms for applying Directive 2003/06/EC of the European Parliament and the Council of 28 January 2003 on insider dealing and market manipulations, may (but is not required to do so) undertake stabilisation operations in order to stabilise or sustain the price of the Company's shares in the Euronext Paris regulated market.

Pursuant to Article 10-1 of regulation (EC) 2273/03 of 22 December 2003, stabilisation operations may not be performed at a price that exceeds the offer price. Such interventions are liable to affect the share price and may result in a market price above that which would otherwise have prevailed.

Completion of La Française de l'Energie's IPO

Even if stabilisation operations are performed, Société Générale may decide to interrupt such operations at any time. The relevant market authorities and the public will receive information pursuant to Article 9 of the aforementioned regulation. In accordance with the provisions of Article 11 b) of the aforementioned regulation, Société Générale, acting on behalf of the institutions underwriting the Offer, may, if needed, undertake overallotments in connection with the Offer up to the number of shares covered by the overallotment option, plus 5% of the Offer as applicable (excluding exercise of the overallotment options).

NOT TO BE PUBLISHED, TRANSMITTED OR DISTRIBUTED, DIRECTLY OR INDIRECTLY IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN

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Citigate Dewe Rogerson
Investor Relations
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or
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Media Relations
Daiana Hirte, +33 1 53 32 78 90
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