(Boursier.com) — Transition and Arverne Group (Arverne), a specialist in energy recovery from underground resources, particularly in the geothermal and lithium extraction sectors, have entered into a business combination agreement.
This business combination will take place by way of merger-absorption of the Pau-based company Arverne Group, in and by Transition, the latter being the absorbing entity of the merger.
This business combination will be based on a value of Arverne Group securities of 166 million euros and a value of Transition securities (issued or to be issued) of approximately 148 ME, corresponding to a value of company proforma for the whole of approximately 257 million euros.
As part of the merger, Transition will absorb Arverne, which will contribute all of its assets and liabilities to it in accordance with the terms of a merger agreement to be concluded after the expiry of the redemption period for the category B preferred shares issued by Transition. As a result of the merger, Arverne will cease to exist and Transition will continue as the absorbing entity of the merger.
In consideration for the assets and liabilities of Arverne that will be transferred to it, Transition will issue new ordinary shares to the shareholders of Arverne. The value of 1 new ordinary Transition share for the determination of the exchange ratio will amount to 10 euros.
At the same time as the merger, Transition will be renamed “Arverne Group”.
The combination of the expertise and resources of Arverne Group and Transition will make it possible to accelerate the growth of the activity of exploiting underground resources in the service of the energy transition, with the main objective of reaching a turnover of business between 200 and 350 ME in 2027, and between 800 and 1,150 ME in 2030.
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