Launch of the Simplified Public Tender Offer on Vilmorin & Cie shares followed by a potential mandatory withdrawal - Seite 2

Having taken note of the ad hoc committee and the conclusions of the independent expert, on May 26, 2023, Vilmorin & Cie’s Board of Directors issued a unanimous and favorable opinion on the Offer, considering that it is in the interests of the Company, its Shareholders and its employees. As a result, the Board of Directors recommends to Vilmorin & Cie’s Shareholders to tender their shares. On May 30, 2023, Bpifrance Participations, a subsidiary of the Banque Publique d’Investissement and Vilmorin & Cie’s largest shareholder after Groupe Limagrain, decided to contribute its stake in Vilmorin & Cie, which amounts to 5.71% of the Company’s capital.

As the Offer is being carried out under simplified procedure, in compliance with the provisions of articles 233-1 et sec. of the AMF’s General Regulations, it will not be reopened following the AMF’s publication on the results of the Offer.

As of June 20, 2023, Limagrain holds 77.37% of the capital and 86.31% of the theoretical voting rights of Vilmorin & Cie.

In the event that the non-tendered Vilmorin & Cie shares do not represent more than 10% of the Company’s capital and voting rights, Limagrain intends to implement a procedure of mandatory withdrawal within three months of the closing of the Offer.

In order to facilitate Shareholder information, a toll-free number, free of charge from a landline, is available to individual Vilmorin & Cie shareholders for any questions (French only) concerning the Offer during the opening period (from June 22, 2023, to July 17, 2023), from Monday to Friday, from 9:00 am to 6:00 pm: 0 805 650 064.

For institutional shareholders, D.F. King Ltd is acting as proxy solicitor to Vilmorin & Cie (contact: Mr. David CHASE LOPES, Managing Director, EMEA).

¹ As calculated by the independent expert Finexsi.

² Entity fully controlled by Société Coopérative Agricole Limagrain, holding in total, together with other Limagrain entities acting in concert with it (Limagrain, GLH, and Sélia), 77.37% of the capital and 86.31% of the voting rights of Vilmorin & Cie as of June 20, 2023.

About
Limagrain
Limagrain is an agricultural cooperative and an international seeds group owned by 1 300 farmers based in Limagne Val d'Allier (in central France). Present in 49 countries and with more than 9 000 employees, the Group breeds, produces and sells field seeds, vegetable seeds and agri-food products with the following brands: LG, Vilmorin, Hazera, Harris Moran, Jacquet, Brossard.