In Connection With the Tender Offer for the Shares and Warrants of the Company BALYO Initiated by SVF II Strategic Investments AIV LLC

Regulatory News:

Balyo (Paris:BALYO):

This press release does not constitute an offer to purchase securities. In the event of any differences between this unofficial English-language press release and the official French-language press release, the official French-language press release shall prevail.

This press release was prepared and made available to the public by Balyo (the “Company”) in accordance with the provisions of Articles 231-27 2° and 231-28 of the AMF’s general regulation. Pursuant to Article L. 621-8 of the French Monetary and Financial Code and Article 231-23 of the AMF’s general regulation, the AMF has, in accordance with its clearance decision dated September 19, 2023, affixed the visa n° 23-403 on the response document prepared by the Company in the context of the Offer.

IMPORTANT NOTICE

In accordance with Articles L. 433-4 II of the French Monetary and Financial Code and 237-1 and seq. of the General Regulation of the AMF, SVF II Strategic Investments AIV LLC (the "Offeror") intends to file a request with the AMF to carry out, within ten (10) trading days from the publication of the notice of result of the Offer, or, as the case may be, in the event of a reopening of the Offer, within three (3) months from the closing of the Reopened Offer (as defined in the offer document and in the response document of the Company), a squeeze-out procedure for Balyo’s Ordinary Shares and Preferred Shares for a unitary indemnity equal to the price of the Offer, if the number of Balyo’s Ordinary Shares and Preferred Shares not tendered in the Offer by the minority shareholders of Balyo (other than the Treasury Shares, the Ordinary Shares that could be issued pursuant to the exercise of the BSPCE, the Unavailable Shares that would be subject to the liquidity mechanism) does not represent, at the end of the Offer (or, as the case may be, the Reopened Offer), more than 10% of the capital and voting rights of Balyo. SVF II Strategic Investments AIV LLC also intends to file a request with the AMF to carry out, within ten (10) trading days from the publication of the notice of result of the Offer, or, as the case may be, in the event of a reopening of the Offer, within three (3) months from the closing of the reopened Offer, a squeeze-out procedure for the Company Warrants for a unitary indemnity equal to the price of the Offer, if the number of the Company Warrants shares that could be created through exercise of the Company Warrants not presented to the Offer, once added to the existing shares of Balyo not tendered in the Offer by the minority shareholders of Balyo (other than the Treasury Shares, the Ordinary Shares likely to be issued pursuant to the exercise of the BSPCE, the Unavailable Shares that would be subject to the liquidity mechanism) does not represent more than 10% of the sum of the equity securities of Balyo that exist and that could be created.

In accordance with article 231-28 of the AMF’s general regulation, the information relating to the legal, financial and accounting characteristics of Balyo was filed with the AMF on 20 September 2023, and made available to the public this day.

This information and the response document approved by the AMF are available on the websites of the AMF (www.amf-france.org) and Balyo (www.balyo.com) and may be obtained free of charge from:

Balyo 74 Avenue Vladimir Illitch Lenine, 94110 Arcueil

Prior to the opening of the Offer, the AMF will publish a notice of opening, and Euronext Paris will publish a notice announcing the terms and opening of the Offer.

IMPORTANT NOTICE

This press release has been prepared for information purposes only. It does not constitute an offer to the public. The distribution of this press release, the Offer and its acceptance may be subject to specific regulations or restrictions in certain countries. The Offer is not directed at persons subject to such restrictions, either directly or indirectly, and may not be accepted from any jurisdiction where the Offer would be subject to such restrictions. This press release is not intended for distribution in such countries. Accordingly, persons in possession of this press release are responsible for informing themselves about and complying with any local restrictions that may apply. Balyo declines any liability for any violation by any person of such restrictions.

 

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