PRESS RELEASE: BIGBEN: Demerger of the Logistics business of Bigben Interactive
12 Mai 2022 - 07:30AM
PRESS RELEASE: BIGBEN: Demerger of the Logistics business of Bigben
Interactive
Press release
Lesquin, 12 May 2022 08:00hrs
Demerger of the
Logistics
businessof
Bigben
Interactive
The Board of Directors of Bigben Interactive
(the "Company"), meeting on 11 May 2022,
authorised the conclusion of a draft partial Asset Contribution
Agreement, governed by the legal regime applicable to demergers as
provided for in Articles L. 236-16 to L. 236-21 of the French
Commercial Code, with Bigben Logistics (a subsidiary in which the
Company holds 100% of the share capital and voting rights),
providing for the Company to contribute all of the assets and
liabilities related to its logistics activity (the
"Contribution") to Bigben Logistics. The draft
contribution agreement was signed on 11 May 2022.
The Asset Contribution is part of an internal
structuring process of the Bigben Interactive group, with the aim
of optimising the operational and strategic organisation of the
company's activities dedicated to the logistics division. Through
the Contribution, the Company wishes to concentrate the activities
of its logistics division in a dedicated legal entity, thereby
making its results more transparent. This reorganisation will also
make it possible to give the logistics business its independence by
providing it with its own resources in order to increase its
development with a view to possibly offering its services to third
parties.
On May 10, 2022, the Company obtained favourable
opinions from its staff representation bodies (Health, Safety and
Working Conditions Commission and Social and Economic Committee) on
the completion of the Asset Contribution.
The Contribution procedure will be a simplified
procedure as provided for in Article L. 236-22 of the French
Commercial Code. As a result, there will be no need for the
Contribution transaction to be approved by the extraordinary
general meeting of the companies participating in the transaction,
unless a request is made by at least 5% of the Company's minority
shareholders within 20 days of the publication of the draft
Contribution Agreement on the Company's website. The Contribution
will not lead to the intervention of official auditors for the
corporate split nor for the asset contribution and will not result
in a report by the Board of Directors.
In addition, pursuant to the provisions of
Articles L. 228-65 I and L. 236-18, the Company will consult the
holders of bonds exchangeable into Nacon shares issued by the
Company on February 19, 2021 on the proposed Asset
Contribution.
The Asset Contribution is expected to be
completed by 30 July 2022 at the latest and to take legal,
accounting and tax effect on 1 April 2022.
The Contribution Agreement is available to the
public and can be consulted on the Company's website at
https://fr.bigben-group.com/espace-investisseurs/. In addition, it
will be filed with the Registrar Office of the Commercial Court of
Lille Métropole today, 12 May 2022.
A notice will also be made available to the
public on the Company's website containing the information referred
to in Article R. 236-2-1 of the French Commercial Code.
Next Publication:
Annual Results
2021/22:
30 May
2022 (Press release after close of the
Paris stock exchange)
SALES
2021-22 275.7 M€
HEADCOUNT Over 1160 employees
INTERNATIONAL 31 subsidiaries and a distribution
network in more than 100 countries
www.bigben-group.com |
Bigben
Interactive is a European player in video game development and
publishing, in design and distribution of smartphone and gaming
accessories as well as in audio/video products. The Group, which is
recognized for its capacities in terms of innovation and
creativity, intends to become one of Europe’s leaders in each of
its markets Company listed on Euronext Paris, compartment B – Index
: CAC Mid & Small – Eligible SRD long ISN : FR0000074072 ;
Reuters : BIGPA ; Bloomberg : BIGFP PRESS CONTACTS
CapValue – Gilles Broquelet gbroquelet@capvalue.fr - +33 1 80 81
50 |
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