AdUX announces plan to delist from the regulated market of Euronext Paris and Euronext Amsterdam and to transfer its shares to the organized multilateral trading facility Euronext Growth Paris - Seite 2

The Company would remain subject to the provisions applicable to permanent market disclosure, and, in particular, to the provisions of Regulation (EU) No. 596/2014 of the European Parliament and of the Council of April 16, 2014 on market abuse (“MAR”).

• Shareholders’ Meetings
  
  

Preparatory documents for the Shareholders’ Meetings would be made available at the date of the notice of meeting, i.e. 15 days prior to the meeting (Article 4.4 of the Euronext Growth Market Rules), instead of 21 days prior to the meeting.

The publication on the Company’s website of some documents would no longer be compulsory, such as a press release explaining how the documents submitted to the Shareholders’ Meeting will be made available and the results of the Shareholders’ Meetings votes.

The Company would no longer be subject to the "say on pay" regulation, which provides for an ex-ante vote by the shareholders on executive’s compensation policy, an ex-post vote on the report on compensation and the approval of individual executive compensation.

• Protection of Shareholders
  
  

The rules applicable to companies listed on the regulated market of Euronext Paris regarding public offers, thresholds crossing disclosure and declaration of intents would continue to apply to the Company for a period of 3 years from the end of trading on the regulated market of Euronext Paris.

Following the end of this 3-year period, Shareholders would be required to disclose crossing of the 50% and 90% thresholds in the Company’s share capital or voting rights to the AMF and to the Company, in accordance with Article 223-15-1 of the AMF General Regulation. Additional threshold crossing disclosure obligations would be provided by the Company’s by laws. The filing of a mandatory takeover bid would be required when the threshold of 50% (instead of 30%) of capital or voting rights is crossed.

• Additional changes
  
  

The Company would no longer be required to report on internal control and risk management.

The Company would no longer be subject to the provisions of articles L. 823-19 et seq. of the French Commercial Code relating to audit committees.

• Indicative timetable (subject to the approval of Euronext)
  
  

Subject to (i) the favorable vote of the Shareholders’ Meeting on the proposed transfer and (ii) the approval of Euronext, the transfer would take place within a minimum period of two months following the Shareholders’ Meeting.