Global Placement and Open Price Offer
Conditions applying to both Global Placement and Open Price Offer - The first share price will be set at the end of the Offer and will take into account 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 November 16, 2006 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 mentioned range. - The final number of shares allocated in response to the orders given in the OPO and in the Global Placement could be adapted, depending on the demande, as stated below. Characteristics of the Global Placement Before first quotation, a proportion of the shares will be distributed under the Global Placement directed mainly to institutional investors comprising a public placement in France and an international private placement in some countries, excluding the United States of America and other countries. - Number of shares: 1,372,409 shares, i.e. 90% of the offered shares - Underwriter: ODDO & Cie Characteristics of the Open Price Offer The OPO is meant for individuals, investing legal entities and FCP. - Number of shares in the OPO: 152,490 shares, i.e. 10% of the offered shares.
Admission on Eurolist by Euronext 10,563,820 existing shares representing the outstanding share capital of VETOQUINOL, and a number of 496,133 new shares obtained from a capital increase effected as part of the introduction (which may increased to a maximum of 157,895 new shares if the over-allotment option is fully exercised).
The listed shares will represent the outstanding share capital and voting rights in the Company will be participating immediately. Since the listing the shares will be either in bearer form or in registered form, at the choice of the shareholder.
A number of 1,524,899 shares maximum (extension clause and over-allotment option excluded) will be offered to the public as part of a Global Placement and an Open-Price Offer (OPO).
The shares will be obtained in part from the transfer of 1,028,766 existing shares maximum and in part from the issue of 498,133 new shares maximum as part of a capital increase permitted by the extraordinary general meeting of shareholders held on October 9, 2006, which was decided by the board of directors on November 2, 2006.
Extension clause: It concerns 228,735 existing shares maximum, at the introductory price.
Over-Allocation Option: The company will agree to grant Oddo & Cie an option to subscribe up to 157,895 new shares maximum at the introductory price. It will be possible to exercise this option in whole or in part at any time until December 15, 2006 included.
The VETOQUINOL shares will be admitted temporarily on Eurolist by Euronext under the title "VETO PROMESSES".
- Period of the Global Placement: from November 6, 2006 to November 16, 2006 (12:00) - Period of the OPO: from November 6, 2006 to November 15, 2006 (17:00) - First quotation: November 16, 2006 - Beginning of trading: November 17, 2006 - From November 17, 2006 and until November 21, 2006 inclusive: trading of new and existing shares on a single quotation line "VETO PROMESSES" under the ISIN code FR0004186856 - From November 22, 2006: the VETOQUINOL shares will be quoted under the title "VETOQUINOL", ISIN code FR0004186856 (unchanged) and mnemonic VETO (unchanged).
ODDO & Cie