MBWS (MBW): FINAL DAYS TO AUTOMATICALLY OBTAIN 2023 REDEEMABLE STOCK WARRANTS - raport 11

Raport bieżący nr 11/2016

Podstawa Prawna: Inne uregulowania
Ivry-sur-Seine, 21 March 2016

FINAL DAYS TO AUTOMATICALLY OBTAIN 2023 REDEEMABLE STOCK WARRANTS

Marie Brizard Wine & Spirits (Euronext Paris: MBWS) would today like to remind holders of 2016 stock warrants that they only have until 31 March 2016 to exercise them at a price of €20 per warrant and obtain new Marie Brizard Wine & Spirits shares in exchange automatically accompanied by 2023 redeemable stock warrants free of charge.

You are reminded that each 2023 redeemable stock warrant has a maturity date of 31 December 2023 and an exercise price of €25. These 2023 redeemable stock warrants will be listed, and can therefore be freely traded on the market. For information, the theoretical value of a 2023 redeemable stock warrant set at the time of the Public Exchange Offer was €4.30. This value was based on a stock market price of €19.83 and the market conditions at that time, which may have evolved since then.

After 31 March 2016, holders of 2016 stock warrants who have not exercised them will retain their 2016 stock warrants giving them the right to subscribe, until 31 December 2016, to Marie Brizard Wine & Spirits shares at a price of €20, but will lose the right to obtain the 2023 redeemable stock warrants.

Holders of 2016 stock warrants who wish to exercise them early in order to obtain 2023 redeemable stock warrants are urged not to wait until 31 March 2016 to do so, and indeed to exercise them some days before that date by contacting their financial intermediaries, in order to take into account potential delays associated with the exercise process.

Following the latest positive news concerning the Group, and notably the amicable resolution of the dispute with Chamarré and especially the exit from the continuation plan of its main French subsidiary MBWS France, the Group’s main shareholders, Diana Holding and Cofepp (La Martiniquaise), have advised it that they will exercise a significant portion of the 2016 stock warrants they hold.

If all 2016 stock warrants were exercised by 31 March 2016, 2,628,381 new ordinary shares would be issued (giving a dilution of slightly less than 10%), 2,628,381 2023 redeemable stock warrants would be created and the Group would record a cash inflow of €52.6 million.

What are the terms and conditions of the exercise of 2016 warrants and the delivery of shares?

To exercise their 2016 warrants, holders must make a request to the financial intermediary where their securities are held and pay the corresponding exercise price in cash. A transfer agent (Caceis Corporate Trust) mandated by MBWS will carry out the centralization of these operations. The exercise date will correspond to the trading day on which the last of the conditions (1), (2) and (3) below is fulfilled, if no later than 17:00 (5 pm) Paris time, or the following trading day if that condition is fulfilled after 17:00 (5 pm) Paris time:

(1) the transfer agent receives the exercise request transmitted by the financial intermediary through whose books the 2016 warrants are registered;

(2) the 2016 warrants are transferred to the transfer agent by the financial intermediary concerned;

(3) the cash sum corresponding to the exercise of the 2016 warrants is released. This sum is equal to the number of 2016 warrants exercised multiplied by the exercise price, to the nearest cent.

The shares will be delivered no later than the fifth trading day following the date of exercise, i.e. 7 April 2016 at the latest.

About Marie Brizard Wine & Spirits

Marie Brizard Wine & Spirits is a wine and spirits group operating in Europe and the United States. Marie Brizard Wine & Spirits stands out through its know-how, its assortment of brands with a long tradition and a spirit firmly focused on innovation. From the founding of Maison Marie Brizard in 1755 to the launch of Fruits and Wine in 2010, the Marie Brizard Wine & Spirits group has shown an ability to develop its brands in a modern way whilst respecting their origins.

Marie Brizard Wine & Spirits is committed to providing value by offering its clients trustworthy and audacious brands packed with flavors and experiences. Today, the Group has a consistent portfolio of brands that are leaders on their respective segments, and notably William Peel, Sobieski, Fruits and Wine and Marie Brizard.

Marie Brizard Wine & Spirits is listed on Compartment B of Euronext Paris (FR0000060873 - MBWS) and is included in the EnterNext© PEA-PME 150 index.

Contacts:

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Simon Zaks, szaks@image7.fr, +33 (0)1 53 70 74 63

Caroline Simon, caroline.simon@image7.fr, +33 (0)1 53 70 74 65

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