ERAMET: SORAME/CEIR and AREVA renew their shareholders' agreement
GROUPE / FINANCE
May 29, 2008
On May 29, 2008, SORAME and CEIR on the one hand, and AREVA on the other hand, signed an amendment to the shareholder's agreement of June 17, 1999 relating to ERAMET, by which they extended their agreement to act in concert until December 31, 2008, with a number of modifications. The terms of the shareholders' agreement were replaced with new wording, which takes effect from May 29, 2008.
The shareholder's agreement will be tacitly renewed every six months unless one of the Parties gives two weeks' notice of its intention to terminate the shareholder's agreement.
The Parties continue to act in concert with respect to ERAMET. The balance of the shareholder's agreement is maintained; SORAME/CEIR have undertaken to remain the predominant shareholder as long as AREVA does not increase its stake in ERAMET by more than 2%, unless it sells shares which, in addition to any shares that may be sold after the amendment has been signed, represents at least 80% of its stake in ERAMET at the time of signing the amendment on May 29, 2008.
The current system of governance remains unchanged.
The provisions relating to the reciprocal right of first refusal have been modified. This right applies in the following cases: a sale on the market to unidentified third parties, on a day to day basis or by Accelerated Book Building (ABB) or by Fully Marketed Offering (FMO); a planned sale to one or more identified third parties of one or more blocks of shares, by crossing (application) or outside of the market, and a contribution paid by shares of the company receiving the contribution.
The shareholder's agreement has been sent to the AMF and a more detailed description of it will be given in the notice published by the AMF.