Wendel partners with the Deconinck family to acquire the shares of Tarkett and to support the growth of the company - Seite 2

Offer Terms: 

The offer will be launched by Tarkett Participation, a company controlled by the Deconinck family to which Société Investissement Deconinck, the family holding has contributed all of its shares (representing 50.8% of Tarkett’s share capital) and in which Wendel will invest as a minority shareholder. Wendel will indirectly hold up to 30% of Tarkett. The transaction will be financed by the investor and the long-term banking partners of Tarkett.  

The offer will be carried out at a price of €20 per Tarkett share, representing a 38.5% premium over the volume weighted average share price of the last 20 trading days and a +25.8% premium over the last closing price before announcement of the offer.  

Offer unanimously welcomed by Tarkett’s Supervisory Board 
The Supervisory Board of Tarkett, which met on April 23, 2021, favorably welcomed the principle of the offer, upon a preliminary recommendation of its ad hoc committee.  
Such ad hoc committee, appointed by the Supervisory Board in the context of the preparation of the offer, is composed of independent Members.  
Finexsi has been appointed upon recommendation of the ad hoc committee as independent expert in charge of issuing a report including a fairness opinion on the financial terms of the simplified tender offer, pursuant to the provisions of Article 261-1, I, 1°, 2° and 4° and II of the AMF General Regulation.  
The ad hoc committee will supervise Finexsi’s work and make recommendations to the Supervisory Board with respect to the planned simplified tender offer. 
The Board’s reasoned opinion on the merits of the offer and its consequences for Tarkett, its shareholders and its employees will be provided in the reply document prepared by Tarkett.  

Key conditions and timetable of the simplified tender offer 

The simplified tender offer will not be subject to any regulatory approvals or any other conditions. 
It is contemplated that the simplified tender offer will be filed with the AMF on April 26^th and is expected to be opened at the end of June and completed by the end of July. 
Tarkett Participation intends to acquire Tarkett shares immediately following the filing of the offer.  
Tarkett Participation also intends to implement a squeeze-out procedure for all the shares not held by it if the minority shareholders do not hold more than 10% of the Tarkett's share capital and voting rights following the offer. The squeeze-out would be carried out against an indemnity equal to the offer price.