SIMPLIFIED TENDER OFFER
for the shares of
TOTAL (Paris:FP) (LSE:TTA) (NYSE:TOT)
|Bank presenting the offer||Bank presenting the offer and acting as guarantor|
AVAILABILITY OF THE OFFER DOCUMENT
TERMS OF THE OFFER :
€42 per share of Direct Énergie
This press release was prepared by Total and made available to the public pursuant to Article 231-27, 1° and 2° of the General Regulation of the Autorité des Marchés Financiers (the “AMF”).
In the event that, following the simplified tender offer, the number of shares not tendered by Direct Énergie’s minority shareholders represents five percent or less of Direct Énergie’s share capital or voting rights, Total reserves the right, within three months following the closing of the simplified tender offer and in accordance with Article L. 433-4 III of the French Monetary and Financial Code and Articles 237-14 to 237-19 of the AMF’s General Regulation, to conduct a squeeze-out to acquire the Direct Énergie shares not tendered in the simplified tender offer (except for Direct Énergie’s treasury shares as well as Direct Énergie’s shares subject to a liquidity mechanism) in exchange for compensation equal to the offer price, after adjustments where applicable.
Pursuant to Article L. 621-8 of the French Monetary and Financial Code and Article 231-23 of the AMF’s General Regulation, the AMF has, in accordance with its decision regarding the simplified tender offer for the shares of Direct Énergie on July 24, 2018, granted approval No. 18-324 as of July 24, 2018 to the offer document prepared by Total S.A.
Information relating to Total S.A., in particular its legal, financial and accounting characteristics, was filed with the AMF on July 24, 2018 and supplements the offer document prepared by Total S.A.
2, place Jean Millier
La Défense 6
Lazard Frères Banque
121 Boulevard Haussmann
75382 Paris cedex 08
75886 Paris cedex 18
This press release has been prepared for informational purposes only and does not constitute an offer to acquire securities. The distribution of this press release, the offer or acceptance of the offer may be subject to legal restrictions in certain jurisdictions. Persons coming into possession of this press release must inform themselves of the applicable legal restrictions and comply with them. Total will not be liable for the violation of applicable legal restrictions by any person.