GROUPE RENAULT: SALE OF ITS ENTIRE STAKE IN DAIMLER BY RENAULT
Not for ditribution, directly or indirectly, in Canada,
Australia or Japan
PRESS
RELEASE
SALE OF ITS ENTIRE STAKE IN DAIMLER BY
RENAULT
PARIS, March 11, 2021 – Renault
S.A (“Renault”) announces today that it intends to
sell its entire stake in Daimler A.G (“Daimler”)
(i.e. 16,448,378 shares, representing 1.54% of the share capital of
Daimler) through a placement to qualified investors, as defined in
Article 2 point (e) of Regulation (EU) 2017/1129 as amended, by way
of an accelerated bookbuilding process (the
“Offering”).
The proceeds of this sale will allow the Renault
Group to accelerate the financial deleveraging of its Automotive
activity. The industrial partnership between the Renault Group and
Daimler remains unchanged and is not impacted by this financial
transaction1.
The Offering will start immediately following
this announcement. Renault will announce the results of the
Offering at the end of the bookbuilding process.
Settlement for the Offering should take place on
March 16, 2021 at the latest.
Daimler's shares are listed on the regulated
markets of Stuttgart and Frankfurt (ISIN code: DE0007100000).
1 Except for the waiver (to ensure reciprocity
among the two companies) of the obligation for Daimler to propose
first to Renault to acquire its shares in case of a sale through a
capital markets transaction.
DISCLAIMER
This press release is for information purposes
only and does not, and shall not, constitute an offer to sell or a
solicitation of an offer to buy or subscribe any securities nor a
solicitation to offer to purchase or to subscribe securities in any
jurisdiction and does not constitute a public offer other than the
offering to qualified investors in any jurisdiction, including
France and Germany.
The sale of Daimler's shares does not constitute
a public offer and the shares are only being offered to qualified
investors, including in France and in Germany.
No communication and no information in respect
of the sale by Renault of Daimler's shares may be distributed to
the public in any jurisdiction where a registration or approval is
required. No steps have been or will be taken in any jurisdiction
where such steps would be required. The offer or sale of Daimler's
shares on behalf of Renault may be subject to specific legal or
regulatory restrictions in certain jurisdictions. Renault, its
shareholders and its affiliates take no responsibility for any
violation of any such restrictions by any person.
European Economic
Area
This press release is an advertisement and not a
prospectus within the meaning of Regulation (EU) 2017/1129 of the
European Parliament and of the Council of June 14, 2017, as amended
(the “Prospectus Regulation”).
With respect to the member states of the
European Economic Area (the “Member States”),
other than France, 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. In Member
States, this press release and any offer if made subsequently are
directed exclusively at persons who are “qualified investors”
within the meaning of Article 2(e) of the Prospectus
Regulation.
France
In France, the offer and sale of Daimler's
shares will be carried out through an offer to the benefit of
qualified investors, as defined in Article 2(e) of the Prospectus
Regulation and in accordance with applicable French laws and
regulations.
United
Kingdom
In the United Kingdom, this press release is not
an invitation nor an inducement to engage in investment activity
for the purpose of Section 21 of the Financial Services and Markets
Act 2000, as amended (“FSMA”). This press release
is directed in the United Kingdom only at persons who are
“qualified investors” (as defined in the Prospectus Regulation as
it forms part of UK domestic law by virtue of the European Union
(Withdrawal) Act 2018) who are (i) investment professionals falling
within Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2005 (the “Order”),
(ii) persons referred to in Article 49(2) (a) to (d) of the Order
(high net worth entities, non-registered associations, etc.) and
(iii) other persons to whom this document may be lawfully
communicated or caused to be communicated (all persons listed in
(i), (ii)and (iii) above being referred to as “Relevant
Persons”).
Daimler's shares described herein are available
only to, and any invitation, offer or agreement to subscribe,
purchase or otherwise acquire such shares will be 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 its contents.
This press release is not a prospectus which has
been approved by the Financial Conduct Authority or any other
United Kingdom regulatory authority for the purposes of Section 85
of the Financial Services and Markets Act 2000.
United
States
This press release does not constitute or form a
part of any offer or solicitation to purchase or subscribe for
securities in the United States. Securities may not be offered or
sold in the United States absent registration under the U.S.
Securities Act of 1933, as amended (the “Securities
Act”), or an exemption from registration thereunder.
Daimler's shares have not been and will not be registered under the
Securities Act and neither Renault, nor any of its shareholders or
its affiliates intend to register any portion of the proposed
offering in the United States or to conduct a public offering of
securities in the United States. This press release is being issued
pursuant to and in accordance with Rule 135c under the Securities
Act.
This press release may not be published,
forwarded or distributed, directly or indirectly, in Canada,
Australia or Japan.
The distribution of this announcement into
certain jurisdictions may be restricted by law. No action has been
taken by Renault that would permit an offering of Daimler shares or
possession or distribution of this announcement in any jurisdiction
where action for that purpose is required. Persons into whose
possession this announcement comes should inform themselves about
and observe any such restrictions. Any failure to comply with these
restrictions may constitute a violation of the securities laws of
any such jurisdiction.
Any investment decision to buy Daimler's shares
must be made solely on the basis of publicly available information
regarding Daimler. Such information is not the responsibility of
Renault and has not been independently verified by Renault.
About Groupe RenaultGroupe
Renault is at the forefront of a mobility that is reinventing
itself.
Strengthened by its alliance with Nissan and
Mitsubishi Motors, and its unique expertise in electrification,
Groupe Renault comprises 5 complementary brands - Renault, Dacia,
LADA, Alpine and Mobilize - offering sustainable and innovative
mobility solutions to its customers. Established in more than 130
countries, it currently employs more than 180,000 people and has
sold 2,95 million vehicles in 2020.
Ready to pursue challenges both on the road and
in competition, Groupe Renault is committed to an ambitious
transformation that will generate value. This is centered on the
development of new technologies and services, and a new range of
even more competitive, balanced and electrified vehicles. In line
with environmental challenges, the Group’s ambition is to achieve
carbon neutrality in Europe by 2050.
1 Except for the waiver (to ensure reciprocity
among the two companies) of the obligation for Daimler to propose
first to Renault to acquire its shares in case of a sale through a
capital markets transaction.
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