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Thales takes first major step toward Gemalto merger with official offer for shares


Thales has launched its recommended all-cash offer to all holders of issued and outstanding shares in the capital of Gemalto with the publication of an Offer Document.

The shares will be offered for EUR 51.00 per Ordinary Share and EUR 25.50 per American Depositary Share. The Gemalto Board of Directors fully supports the offer, unanimously recommends that shareholders tender their shares, and is committed to tender their own shares.

Patrice Caine, Thales’s Chairman and Chief Executive Officer, commented: “The publication of the Offer Document is the first major step of the proposed acquisition of Gemalto, to create a world leader in digital security.”

The acceptance period will end on June 6, and consummation is dependent on a minimum acceptance level of 67 percent of Gemalto shares.

“After full and careful review with its financial and legal advisors of the various options available to the company, the Gemalto Board of Directors unanimously recommends Gemalto’s shareholders tender their shares into the Offer,” said Alex Mandl, Chairman of Gemalto’s Board of Directors. “I am counting on the support of all the company’s shareholders for the upcoming general meeting.”

Thales says the integration of Gemalto will accelerate its strategy and reinforce its digital offering to the aeronautics, space, ground transportation, defence, and security verticals. The deal was originally reached in December, with Thales agreeing to maintain the Gemalto brand and retain its employees in the merger.

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