MAXIMILES
Identification
Avenir Finance Corporate
Operation
Global Placement and Open Price Offe
The placement Before first listing, a proportion of the shares will be included in a public placement in France and an international private placement in some countries excluding the United States of America. Number of shares in the Placement: 890 505 shares (90% of the operation before the extension clause). In order to increase the placement, the number of shares offered within the Open-Price Offer may be reduced (if the OPO would not be fully subscribed). Underwriters: Gilbert Dupont The Open Price Offer Number of shares in the OPO: 98 945 shares (10% of the total number of shares offered before the exercise of the extension clause). In order to increase the Open-Price Offer, the number of shares offered within the placement may be reduced. However that number of shares offered in the Open-Price Offer will not exceed 20% of the total number of shares disseminated to the public. Conditions applying to both Global Placement and Open Price Offer The first share price will be set at the end of the OPO and will take account of the demand expressed in the global placement. The prices of the global placement and the OPO are the same. The definitive price will be set on June 29, 2005 after centralisation of the OPO and should be published by Euronext Paris in a notice that same day. The final share price may be set outside the aforementioned range.
Admission on Alternext the 2 979 734 existing shares that comprise the equity of MAXIMILES at the day of the admission and a minimum of 496 895 new shares and a maximum of 571 429 new shares that will be issued in the admission framework.
The admitted shares, which par value is 0.08 euro per share, will represent the total equity and voting rights in the Company and will be participating from 1st January 2005. Since the admission, the shares will be either in bearer form, or in registered form at the choice of the shareholder.
Aminimum of 980 450 shares and a maximum of 1 063 984 shares will be offered to the public as part of a global placement and an open-price offer (OPO). The shares will be obtained from the issue of a minimum 496 985 and a maximum of 571 429 shares as part of a capital increase permitted by the general meeting on June 2, 2005 and to be realised with the listing and decided by the board of directors on June 29th, 2005 and from the selling of 492 555 existing shares by some MAXIMILES shareholders.
If the capital increase is not subscribed to a minimum of 75%, OPO orders will be cancelled.
Extension clause: According to the importance of the demand, the board of MAXIMILES, the listing sponsors and the bank in charge of the placement, could decide to increase the number of shares initially offered in the placement up to 74 534 new additional shares (around 15% of the number of shares initially proposed in this operation). This decision should be made at the latest when the price of the shares is fixed in the OPO and the global placement, ie June 29, 2005.
- Period of the Global Placement: from 20 June to 29 June 2005 (12h00) - Period of the Offering: from 20 June to 28 June 2005 inclusive - Date of first listing: 29 June 2005 - Result of the Global Placement and Open Price Offer: 29 June 2005 - Beginning of trading: 5 July 2005