Mon Courtier Energie Groupe Announces the Success of Its Initial Public Offering on Euronext Growth Paris

Regulatory News:

Mon Courtier Energie Groupe, a B2B energy brokerage company, announces the success of its Initial Public Offering on the Euronext Growth market in Paris (ISIN: FR001400H3A0 - Ticker: ALMCE)

Charlie Evrard, Founder and Chief Executive Officer of Mon Courtier Energie Groupe, said: “Mon Courtier Energie Groupe is pleased to announce that its IPO became effective today. We are proud and delighted to join the ranks of companies listed on the Paris stock exchange. The members of the team join me in thanking Eiffel Investment Group and all the investors – both institutional and individual – who decided to join our entrepreneurial journey by taking part in this fundraising, as well as all the members of staff who, since 2017, have enabled Mon Courtier Energie to grow year after year. These resources will allow the Group to accelerate its development and reach ambitious new milestones regarding its three objectives: our development in France, our international development and the ramping up of our offers concerning companies’ energy transition. Mon Courtier Energie’s Initial Public Offering will also help increase the Group’s brand awareness in a fragmented and fast-growing market”.

Reminder of the purpose of the Offer: accelerate the profitable growth strategy

The estimated net proceeds of the Offer, totalling €6 million (excluding the Over-Allotment Option), will be allocated to financing the following strategic objectives:

• Approximately 50% will be devoted to accelerating the commercial network in France and strengthening the Bordeaux head-office teams for the development of brokerage and energy contract management support activities. These funds will be used to develop the Group’s brand awareness, open new branches to expand the network to more than 40 branches by end-2025, and recruit new staff;

• Approximately 30% will be devoted to developing international business, and notably to continuing its development in Spain (10%) and launching an activity in Italy (20%);

• Approximately 20% will be devoted to developing the activity related to supporting companies with their energy transition, and notably to strengthening the newly created team, seeking partnerships, developing offers and marketing.

Results and allocation of the Offer

As announced by the Group at the time of the Offer’s launch, on May 5, 2023, the Company’s Board of Directors set the Offer Price at €9.65 per share.

The Initial Public Offering has enabled the Company to carry out a capital increase of €7.0 million via the issuance of 725,388 new ordinary shares (excluding the potential exercise of the Over-Allotment Option).

Within the framework of the Offer, 786,604 shares offered were allocated as follows:

• Global Placement: 584,176 shares allocated to institutional investors (or 74% of the total number of shares offered);

• Fixed Price Offering (“FPO”): 202,428 shares allocated to the public (or 26% of the total number of shares offered).

Within the framework of the FPO, A1 orders (from 1 share up to 250 shares included) and A2 orders (above 250 shares) will be allocated at 100%. The total demand received in the FPO has been served in full.

Based on the IPO Offer Price of €9.65 per share and the 3,625,388 existing shares following the transaction, Mon Courtier Energie Groupe’s market capitalisation will be approximately €35 million.

The Settlement-delivery of the FPO and the Global Placement is expected to take place on May 30, 2023, and trading in Mon Courtier Energie Groupe shares on Euronext Growth Paris should begin on May 31, 2023 under ISIN code FR001400H3A0 and ticker ALMCE.

Reminder of subscription commitments

The Company received a subscription commitment from Eiffel Investment Group for an amount of €3.8 million, representing approximately 54% of the Initial Offering (excluding exercise of the Extension Clause and Over-Allotment Option).

Lock-up commitments

Lock-up commitment by the Company: 180 days from the Settlement-Delivery of the Offer, subject of the Note d’Opération.

Lock-up commitment by shareholders: 360 days from the Settlement-Delivery of the Offer, subject to certain customary exceptions such as divestments to a third party approved beforehand by the Global Coordinator, Lead Manager and Bookrunner that must be accompanied by the commitment of the transferee over the remaining term of the initial commitment, the contribution to a public tender or exchange offer for the Company’s shares, or the transfer to a controlled entity.

Over-Allotment Option

For stabilisation operation needs and in order to cover possible over-allotments, the Company could grant to the Investment Services Provider an option allowing the issuance of a number of shares representing a maximum total of 8.44% of the number of Initial New Shares, i.e. a maximum of 61,216 Supplementary New Shares, on the basis of the Offer Price. This Over-Allotment Option, which will enable any over-allotments to be covered, may be exercised, in whole or in part, at the Offer Price, in one go and at any time by the Investment Services Provider, for thirty calendar days from the start of trading in the Company’s shares on Euronext Growth Paris, i.e. – according to the indicate timetable – from May 31 to June 30, 2023 (inclusive).

Breakdown of the Company’s capital and voting rights

Following the IPO, Mon Courtier Energie Groupe’s share capital will break down as follows:

Shareholders	Before the Offer		After the Offer   (100%)		After the Offer   (100% + Over-Allotment Option)
	Number of shares	% of share capital and voting rights	Number of shares	% of share capital and voting rights	Number of shares	% of share capital and voting rights
UNI Holding (Romain Cassagnaud & Matthieu Boffo)	878,787	30.30%	878,787	24.24%	878,787	23.84%
Bambalouni Invest (Samy Djebaly & Karim Louhichi)	878,787	30.30%	878,787	24.24%	878,787	23.84%
Titun Consulting (Charlie Evrard)	659,099	22.73%	659,099	18.18%	659,099	17.88%
Gadaca (Guillaume Rouaud)	263,639	9.09%	263,639	7.27%	263,639	7.15%
Jinerjy (Jean-Christophe Cayol)	219,688	7.58%	219,688	6.06%	219,688	5.96%
Free float	-	-	725,388	20.01%	786,604	21.34%
Total	2,900,000	100.00%	3,625,388	100.00%	3,686,604	100.00%

Free float

The free float will represent approximately 20.1% of the Company’s share capital post-Offer, which could increase to approximately 21.34% of the Company’s share capital should the Over-Allotment Option be fully exercised.

Next steps

May 30, 2023	Settlement-Delivery of the FPO and the Global Placement
May 31, 2023	Registering and trading of the Company’s shares on Euronext Growth Paris begins Start of the stabilisation period, if any
June 30, 2023	Deadline for the exercise of the Over-Allotment Option End of the stabilisation period, if any

Identification codes of Mon Courtier Energie Groupe shares

• Name: MON COURTIER ENERG
• ISIN code: FR001400H3A0
• Ticker: ALMCE
• Market: Euronext Growth Paris
• ICB Classification - Industry sector: 50205020 - Professional Business Support Services
• LEI Code: 96950004ATVK481LKN90

Financial intermediaries and advisors

Aldebaran Global Advisors
Advisor and Listing Sponsor

TP
ICAP
Investment Services Provider

fieldfisher
Deal counsel

EY
Statutory Auditors

mazars
Chartered Accountants

NewCap
Financial Communication

Access additional information on the website devoted to Mon Courtier Energie Groupe’s IPO project:

www.mce-finance.com

Availability of the Prospectus

A Prospectus, comprising (i) the Registration Document approved by the AMF under number I.23-011 on April 18, 2023, (ii) the Supplement to the Registration Document approved by the AMF under number I. 23 – 026, on May 9, 2023, and (iii) a Securities Note (Note d'Opération) including a summary of the Prospectus, was approved by the AMF on May 9, 2023 under number 23-143. This Prospectus is available free of charge upon request from the Company’s head offices as well as on the AMF website (www.amf-france.org) and the Company’s website (www.mce-finance.com). Investors’ attention is drawn to the risk factors detailed in the Prospectus. The approval of this Prospectus should not be taken as a favourable opinion on the securities offered.

Mon Courtier Energie Groupe would like to draw the public’s attention to Chapter 3 “Risk Factors” of the Registration Document and the Supplement to the Registration Document as well as to Chapter 3 "Market Risk Factors that may materially affect the securities offered" of the Securities Note. The occurrence of one or more of these risks could have a significant adverse impact on the Group’s business, reputation, financial situation, results or prospects, as well as Mon Courtier Energie Groupe’s share price.

About Mon Courtier Energie Groupe:

Founded in Bordeaux in 2017, in just a few years Mon Courtier Energie Groupe has become the leading French energy broker on the B2B market. The Group’s mission is to help companies with the global management of their energy budget in order to reduce or optimise their gas and/or electricity bill. Mon Courtier Energie Groupe’s service offer comprises brokerage and advice regarding energy purchasing, the management and optimisation of contracts and energy transition guidance.

Mon Courtier Energie Groupe draws on the expertise of more than 130 people at its head offices and in “licenced” branches around the country.

For further information, please go to www.moncourtierenergie.com.

Disclaimer

This press release and the information it contains are not an offer to sell or subscribe to, or a solicitation of an order to buy or subscribe the shares of Mon Courtier Energie Groupe in any country.

This press release constitutes promotional material and is not a prospectus within the meaning of Regulation (EU) No. 2017/1129 of the European Parliament and of the Council of June 14, 2017 (the "Prospectus Regulation").

This press release does not constitute and shall not be deemed to constitute a public offer, an offer to purchase or subscribe or to solicit the public interest in a transaction by way of a public offer.

This press release does not constitute an offer of securities for sale nor the solicitation of an offer to purchase securities in the United States. The shares or any other securities of Mon Courtier Energie Groupe may not be offered or sold in the United States except pursuant to a registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or pursuant to an exemption from such registration requirement. Mon Courtier Energie Groupe does not intend to register the offering in whole or in part in the United States or to make a public offer in the United States.

In the United Kingdom, this press release is directed only at persons who (i) are investment professionals within the meaning of section 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as currently in force, the "Financial Promotion Order"), (ii) are persons falling within Article 49(2) (a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Promotion Order or (iii) are outside the United Kingdom (all such persons being together referred to as the "Authorized Persons"). This press release is addressed only to Authorized Persons and may not be used by any person other than an Authorized Person.

Certain information contained in this press release are forward looking statements, not historical data and should not be construed as a guarantee that the facts and data stated will occur. These forward-looking statements are based on data, assumptions and estimates considered reasonable by Mon Courtier Energie Groupe. Mon Courtier Energie Groupe operates in a competitive and rapidly evolving environment. It is therefore not in a position to anticipate all risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which the materialization of a risk or combination of risks could lead to results that differ significantly from those mentioned in any forward-looking statement. Mon Courtier Energie Groupe draws your attention to the fact that forward looking statements are in no way a guarantee of its future performance and that its actual financial position, results and cash flows and the development of the sector in which Mon Courtier Energie Groupe operates may differ significantly from those proposed or suggested by the forward--looking statements contained in this document. In addition, even if Mon Courtier Energie Groupe's financial position, results, cash flows and developments in the industry in which it operates are consistent with the forward-looking information contained in this document, such results or developments may not be a reliable indication of Mon Courtier Energie Groupe's future results or developments. This information is given only as of the date of this press release. Mon Courtier Energie Groupe makes no commitment to publish updates to this information or on the assumptions on which it is based, except in accordance with any legal or regulatory obligation applicable to it.

The distribution of this press release may, in certain countries, be subject to specific regulations. Consequently, persons physically present in these countries and in which the press release is disseminated, published or distributed must inform themselves and comply with these laws and regulations.

This press release shall not be published, distributed or disseminated, directly or indirectly, in the United States of America, Australia, Canada or Japan.

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The Mon Courtier Energie Groupe Stock at the time of publication of the news with a raise of 0,00 % to on Euronext Paris stock exchange ().