Eurazeo is proud to announce the launch of the Moncler IPO on the Milan stock exchange following receipt of Consob approval. This IPO is the consecration of the acceleration in Moncler’s growth over the last two years and the success of an exceptional brand
This announcement is not an offer for sale of securities in the United States. The securities referred to herein may not be sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended. Moncler S.p.A. does not intend to register any portion of the offering of the securities in the United States or to conduct a public offering of the securities in the United States. Copies of this announcement are not being made and may not be distributed or sent into the United States, Canada, Australia or Japan. This communication is being distributed to and is directed only at persons who are outside the United Kingdom or persons who are investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) and high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) (a) to (d) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.
APPROVAL BY CONSOB OF THE PROSPECTUS FOR THE INITIAL PUBLIC OFFERING AND ADMISSION OF THE COMPANY’S ORDINARY SHARES TO TRADING ON THE MERCATO TELEMATICO AZIONARIO MANAGED BY BORSA ITALIANA S.P.A.
The indicative valuation range has been set between a non-binding minimum price of Euro 8,75 per Ordinary Share and a binding maximum price of Euro 10,20 per Ordinary Share.
Milan, 27 November 2013 /PRNewswire/ — Moncler S.p.A. announces that today it has obtained approval from CONSOB for the Prospectus for the Initial Public Offering issued for the purpose of the admission of the Company’s ordinary shares to trading on the Mercato Telematico Azionario organized and managed by Borsa Italiana S.p.A..
CONSOB’s approval follows the admission of Moncler’s Ordinary Shares to listing on the Mercato Telematico Azionario granted on 22nd November by Borsa Italiana.
For the sole purpose of enabling the collection of manifestations of interest by institutional investors, the selling shareholders ECIP M. S.A. (a Company controlled by Eurazeo S.A.), CEP III Participations S.à.r.l. SICAR (a Company controlled by the Carlyle Group) and Brands Partners 2 S.p.A. (a Company controlled by Progressio Investimenti), in agreement with the Joint Global Coordinators, have identified an indicative valuation range of between a non-binding minimum price of Euro 8,75 per Ordinary Share and a binding maximum price of Euro 10,20 per Ordinary Share.
Joint Global Coordinators of the Offering are Goldman Sachs International, BofA Merrill Lynch and Mediobanca – Banca di Credito Finanziario. Banca IMI is acting as Placement Manager for the Public Offering while Mediobanca – Banca di Credito Finanziario is acting as Joint Lead Manager for the Public Offering and Sponsor.
Banca IMI, JP Morgan, Nomura and UBS are acting as Joint Bookrunners and BNP Paribas, Equita SIM and HSBC are acting as Lead Managers.
For Moncler, Claudio Costamagna and Lazard are acting as financial advisors, Latham & Watkins LLP are acting as the Italian and International legal advisors and KPMG are acting as auditors.
Linklaters are acting as the Italian and International legal advisors for the Global Coordinators, the Joint Bookrunners and the Lead Managers.
The Prospectus will be filed with Consob and made available at the placement intermediaries (collocatori) as well as at the registered offices of Moncler S.p.A. (Via Stendhal 47, 20144 Milan). The Prospectus will also be available on the Company’s website www.monclergroup.com and on the websites of the placement intermediaries (collocatori) and Borsa Italiana S.p.A.
The notice regarding the publication of the Prospectus will be published in the Italian newspapers Il Sole 24 Ore and MF-Milano Finanza, on Thursday, November 28th, 2013.
Moncler was founded in France in 1952, in Monestier de Clermont, Grenoble, and currently has its headquarters in Italy. Over the years the brand has accompanied style with constant technological research conducted with the assistance of experts working in fields relating to the mountain world. Moncler collections combine the utmost demands placed on outwear with daily urban life. In 2003 Remo Ruffini acquired the maison of which he is Chairman and Managing Director. Moncler produces and directly distributes the Moncler collections of clothing and accessories, Moncler Gamme Rouge, Moncler Gamme Bleu, Moncler Grenoble and Moncler Enfant, through directly-operated boutiques and highly exclusive department stores and international multibrand stores.
FOR ADDITIONAL INFORMATION PLEASE CONTACT:
Domenico Galluccio – Press Office
Tel. +39 02 42204425
Paola Durante – Investor Relations
Tel. +39 02 42204095
Italy: Image Building
Simona Raffaelli, Emanuela Borromeo
Tel. +39 02 89011300
International: Stockwell Communications
Laura Gilbert, Zoe Watt
Tel. +44 20 72402486
NOT FOR DISTRIBUTION IN THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN
This announcement is for background purposes only, does not purport to be full or complete and is subject to change. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness. Any purchase of Ordinary Shares in the proposed Global Offering should be made solely on the basis of the information contained in the final Prospectus and the Offering Circular to be issued by the Company in connection with the Global Offering and such purchases may be restricted by applicable law.
The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.
This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy, Ordinary Shares in any jurisdiction in which such offer or solicitation is unlawful. The offer and sale of Ordinary Shares referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. Subject to certain exceptions, the Ordinary Shares referred to herein may not be offered or sold in Australia, Canada [or Japan] or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. There will be no public offer of the Ordinary Shares in the United States, Australia or Canada.
This announcement may include statements that are, or may be deemed to be, “forward-looking statements”. These forward-looking statements may be identified by the use of forward-looking terminology, including the terms “believes”, “estimates”, “plans”, “projects”,“anticipates”, “expects”, “intends”, “may”, “will” or “should” or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. Forward-looking statements may and often do differ materially from actual results. Any forward-looking statements reflect the Company’s current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the Company’s business, results of operations, financial position, liquidity, prospects, growth or strategies. Forward-looking statements speak only as of the date they are made.
Each of the Joint Global Coordinators, the Joint Lead Managers and the Lead Managers (together, the “Managers”), the Company, the Selling Shareholders and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward looking statement contained in this announcement whether as a result of new information, future developments or otherwise.
Acquiring investments to which this announcement relates may expose an investor to a significant risk of losing all of the amount invested.
Persons considering making such investments should consult an authorised person specialising in advising on such investments.
This announcement does not constitute a recommendation concerning the Global Offering. The value of shares can decrease as well as increase. Potential investors should consult a professional advisor as to the suitability of the Global Offering for the person concerned. Each of the Managers, are acting exclusively for the Company and the Selling Shareholders and no-one else in connection with the Global Offering. They will not regard any other person as their respective clients in relation to the Global Offering and will not be responsible to anyone other than the Company and the Selling Shareholders for providing the protections afforded to their respective clients, nor for providing advice in relation to the Global Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.
In connection with the Global Offering, each of the Managers, the Selling Shareholders and any of their affiliates, acting as investors for their own accounts, may purchase Ordinary Shares and in that capacity may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such Ordinary Shares and other securities of the Company or related investments in connection with the Global Offering or otherwise. Accordingly, references in the Prospectus, once published, or the Offering Circular to the Ordinary Shares being issued, offered, subscribed, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or subscription, acquisition, placing or dealing by, each of the Managers, the Selling Shareholders and any of their affiliates acting as investors for their own accounts. The Managers do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.
None of the Managers or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to the Company, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.
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