Following their press releases issued on May 23, 2012 and June 14, 2012, Seagate
Technology plc (NASDAQ:STX) and LaCie S.A. (Euronext:LAC) announced
today the completion of the purchase by Seagate of all of the shares of
Philippe Spruch and his affiliate, representing 64.5% of the outstanding
shares of LaCie for a provisional price of €4.05 per share. The price
payable to Philippe Spruch and his affiliate may be increased by 3%, to
€4.17 per share, in the event that within six months following today's
date, Seagate holds at least 95% of the share capital and voting rights
of LaCie.
The completion of the transaction follows the required clearances from
the French Ministry of Finance and the US and German Antitrust
Authorities.
As a result of the completion of the transaction, Seagate intends to
file in the coming weeks with the French Autorité des marches
financiers an all-cash simplified tender offer on the remaining
LaCie shares.
As previously announced, Ricol Lasteyrie & Associés has been appointed
as independent expert by the Board of Directors of LaCie on May 23, 2012.
Following discussions with the Board of Directors of LaCie, in
particular with the independent members, Seagate has increased the
proposed offer price at which it will file its tender offer to €4.50 per
LaCie share (without an additional 3% price supplement in the event that
a squeeze-out procedure is implemented). Seagate may carry out a
squeeze-out procedure at the same price of €4.50 per LaCie share if it
were to hold at least 95% of the shares and voting rights of LaCie.
The Board of Directors welcomes the revised offer price and intends to
support the revised offer as long as the final report of the independent
expert affirms the valuation.
About Seagate
Seagate is a world leader in hard disk drives and storage solutions.
Learn more at www.seagate.com.
About LaCie
With operations in the Americas, Europe and Asia, LaCie is the leading
manufacturer of storage devices for PC, Apple, and Linux. LaCie has
differentiated itself through sleek design and remarkable technical
performance. Find out more about our products at www.lacie.com.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended, including
in particular, statements about our plans, strategies, prospects and
the potential transaction. These statements include prospective
information and include words such as “expects,” “plans,” “believes,”
“anticipates,” “estimates,” “predicts,” “projects,” “may,” “should” and
similar expressions. Forward-looking statements included in this press
release include, but are not limited to, statements regarding the
expected benefits from the proposed transaction, the financial impact of
the proposed transaction to the Company’s financials, statements
regarding the parties’ ability to consummate the proposed transaction,
satisfaction of closing conditions precedent to the consummation of the
proposed transaction, the parties’ expectations with respect to
integration, and the timing for closing the proposed transaction. These
forward-looking statements are based on information available to the
Company as of the date of this press release. Current expectations,
forecasts and assumptions involve a number of risks, uncertainties, and
other factors that could cause actual results to differ materially from
those anticipated by these forward-looking statements. Such risks,
uncertainties, and other factors may be beyond the Company’s control.
Information concerning risks, uncertainties and other factors that could
cause results to differ materially from those projected in the
forward-looking statements is contained in the Company’s Annual Report
on Form 10-K and Form 10-K/A as filed with the U.S. Securities and
Exchange Commission on August 17, 2011 and August 24, 2011 respectively,
and in the Company’s Quarterly Report on Form 10-Q as filed with the
U.S. Securities and Exchange Commission on October 27, 2011, February 2,
2012 and April 30, 2012 respectively, which statements are incorporated
into this press release by reference. These forward-looking statements
should not be relied upon as representing the company’s views as of any
subsequent date and Seagate undertakes no obligation to update
forward-looking statements to reflect events or circumstances after the
date they were made.
