-
400 old shares against 1 new share
-
Implementation of consolidation operations from October 9, 2023
-
First day of trading of the combined shares on November 9, 2023
-
Suspension of the exercise of the rights of security holders from October 4, 2023 at 11:59 p.m. to November 13, 2023 at 12:01 a.m.
Igny (France) – September 20, 2023
– Archos (Euronext Growth Paris: ALJXR) (the “
Company
“), announces the implementation of the consolidation of the shares making up its share capital at the rate of 400 old shares against 1 new share, in accordance with the first resolution approved by the extraordinary general meeting of shareholders dated February 21, 2023.
The launch of this grouping was decided by the Board of Directors meeting on September 20, 2023.
The consolidation operations will take place from October 9, 2023 to November 8, 2023 inclusive. They will take effect on November 9, 2023, the first day of trading of the shares resulting from the merger.
This operation will have no impact on the overall value of Archos shares held in the portfolio by shareholders, with the exception of fractional shares.
Terms of the share consolidation
In accordance with the terms of the consolidation notice published in the Bulletin des Annonces Légales Obligatoires n°114 of September 22, 2023, the main characteristics of the consolidation of shares are as follows:
Number of shares subject to consolidation: 239,079,781
Unit par value of the share: 0.0025 euros
ISIN code of old shares before consolidation: FR0014007XT1
Exchange ratio: 400 old shares for 1 new share
Number of shares to result from the consolidation: 597,699 shares
Par value of the share following the consolidation: 1 euro
ISIN code of the new shares resulting from the consolidation: FR001400KO61
In practice, each shareholder will be automatically allocated by their financial intermediary 1 new share for each block of 400 old shares.
Shareholders holding a total number of shares forming an exact multiple of 400 will not have to take any action. Shareholders who do not have a number of old shares corresponding to a whole number of new shares (i.e. a multiple of 400 old shares) will have to make their personal decision to purchase or sell the old shares forming fractional shares in order to to obtain a number of shares multiple of 400, until November 8, 2023.
After this period, shareholders who have not obtained a number of shares multiple than 400 will be compensated by their financial intermediary within 30 days from November 9, 2023, in accordance with articles L.228-6-1 and R.228-12 of the Commercial Code and market practice.
The new shares which could not be allocated individually and corresponding to fractional rights will be sold on the stock exchange by the account holders and the sums arising from the sale will be distributed proportionally to the fractional rights of the holders of these rights.
All operations relating to the consolidation will take place with Euronext Paris.
The shares subject to the consolidation will be admitted to trading on the Euronext Growth Paris market until November 8, 2023, the last day of trading. The shares resulting from the merger will be admitted to trading on the Euronext Growth Paris market from November 9, 2023, the first day of trading.
The Archos share ticker (ALJXR) will remain unchanged following the consolidation operations.
Suspension of the rights of holders of securities giving access to capital
As part of the implementation of this consolidation, the Company informed the holders of (i) bond issue warrants convertible into shares, with attached share subscription warrants where applicable (the “
Issue Notes
), (ii) bonds convertible into shares (the “
OCA
“) and (iii) share subscription warrants (the ”
BSA
“), issued under the financing agreement concluded with the investment fund YA II PN, Ltd, represented by Yorkville Advisors Global LP (the ”
Investor
“) on March 17, 2021, as amended on September 21, 2021, December 15, 2021, December 8, 2022 and March 7, 2023, in accordance with the provisions of articles L. 225-149-1 and R. 225-133 of Commercial Code, the temporary suspension of the right to exercise their Issue Warrants and their BSAs as well as the right to convert their OCAs from October 4, 2023 at 11:59 p.m. and until November 13 at 12:01 a.m. .
Indicative timetable of operations
September 22, 2023 | Publication of the merger notice in the Bulletin of Obligatory Legal Announcements |
October 4, 2023 at 11:59 p.m. | Opening of the period of suspension of exercise of securities giving access to capital |
October 9, 2023 | Start of consolidation operations |
From October 9, 2023 to November 8, 2023 inclusive | Possibility for shareholders to buy and sell shares in order to obtain a number of shares without fractional shares |
November 8, 2023 | Last day of trading for shares with a par value of 0.0025 euros |
Completion of the reverse stock split | |
From November 9, 2023 | Compensation for shareholders with fractional shares through their financial intermediary |
November 9, 2023 | Delisting of shares with a nominal value of 0.0025 euros |
First listing of new shares with a par value of 1 euro | |
November 10, 2023 | Record date for delivery of shares resulting from the consolidation |
November 13, 2023 | Allocation of new shares |
About ARCHOS
ARCHOS, an expert in mobile solutions, has constantly revolutionized this market both in the consumer electronics sector and in B to B with its subsidiary LOGIC INSTRUMENT. The French brand was the first to offer Google Android tablets in 2009. ARCHOS launched a MedTech division in 2021, Medical Devices Venture, which will bring together several start-ups. With a head office in France and offices in Europe and Asia, ARCHOS has established itself as a key pan-European player, listed on the Euronext Growth Paris market, ISIN Code: FR0014007XT1. archos.com
Contact Investors
Loïc Poirier – Chairman and CEO – [email protected]
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