Seagate Technology plc, worldwide leader in hard disk drives and storage solutions, and Mr. Philippe Spruch, majority shareholder and Chairman and CEO of LaCie S.A., leading manufacturer of consumer storage devices have entered into exclusive negotiations with the intent for Seagate to acquire the 64.5% equity interest held by Mr. Philippe Spruch in the share capital of LaCie, for a price of €4.05 per share. Following the information and consultation process of the staff representative bodies, the parties will enter into a share purchase agreement in relation to this transfer which is subject to the receipt of the competition authorities’ regulatory approval in the United-States and in Germany (antitrust filing) and to the authorization of the French Ministry of Finance in connection with the regulation governing foreign investments. Following effective completion of the purchase of the controlling interest, Seagate will then launch an all-cash tender offer (followed, as the case may be, by a squeeze-out procedure) to acquire the remaining outstanding shares.
The price may possibly be adjusted downwards depending on the cash and debt position of LaCie on the closing date of the transaction. The price may be increased by a possible price supplement of 3% in the event that the threshold of 95% of the share capital and voting rights of LaCie would be reached by the initiator of the offer, resulting in a maximum potential price per LaCie share of €4.17. Without the price supplement, the offer currently values LaCie at approximately €146 million.
- Legal advisor to LaCie : De Pardieu Brocas Maffei / Corporate: Patrick Jaïs (partner), assisted by Delphine Vidalenc, Abir Mansour-Afara and Marie-Claire Santonastasi; Tax: Marie-Laure Bruneel (partner), assisted by Jérôme Mas; Antitrust: Philippe Guibert (partner)
- Legal advisor to Seagate: Allen & Overy / Corporate: Marcus Billam and Frédéric Moreau (partners), assisted by Jean-Baptiste de Martigny (counsel), Deborah Gelbat, Eric Madre
- Independent expert: Ricol Lasteyrie & Associés (Mrs. Sonia Bonnet-Bernard)
- Financial advisor to the purchaser: Morgan Stanley