02-Sep-2011 - Solvay SA

Total success of Solvay recommended tender offer for Rhodia

Solvay and Rhodia announced the success of Solvay's tender offer on Rhodia for EUR 31.6 per share and American Depositary Share or ADS (equivalent in USD) and EUR 52.32 (after adjustment) per bond convertible into and / or exchangeable into new or existing shares (OCEANE).

The French financial markets authority (AMF) published the results of the tender offer which show that on 24 August 2011, the closing date of the tender offer, 100,267,068 shares and voting rights of Rhodia (including 102,782 ADS equivalent to as much Rhodia shares) had been tendered, representing 94.25% of the share capital and of the voting rights of Rhodia. 12,063,999 OCEANEs had also been tendered, equivalent to 97.51% of the outstanding OCEANEs.

Taking into account the 907.604 own shares held by Rhodia (0.85% of the share capital), the number of Rhodia shares that have not been tendered represents 4.89% of the share capital and voting rights. The number of shares that can be created by converting the non-tendered OCEANEs, when added to the non-tendered shares, represent 4.63% of the share capital and the voting rights of Rhodia, on a diluted OCEANE basis.

Pursuant to its intentions mentioned in the Offer document, Solvay will file a demand for the execution of the procedure for a squeeze-out of the Rhodia shares and the OCEANEs that were not tendered. The AMF will publish the date of execution and the procedure will be issued in a joint Solvay and Rhodia press release.

Christian Jourquin, Chief Executive Officer of Solvay and Jean-Pierre Clamadieu, President and Chairman of Rhodia, made the following joint statement: "We thank the shareholders of Rhodia, who showed their trust by tendering their securities. The integration of the two groups can start now and we look forward to create a new major actor in chemistry, fully involved in sustainable development, innovation and operational excellence."

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  • Rhodia
  • Solvay
  • squeeze-out
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