- 2025 02 12_Cnova NV PR_Enterprise chamber buy out ruling (pdf 203.1 ko)
AMSTERDAM – February 12, 2025, 08:15 CET Cnova N.V. (Euronext Paris: CNV; ISIN: NL0010949392)
(“Cnova” or the “Company”) today announces that the Enterprise Chamber of the Court of Appeal in
Amsterdam, the Netherlands (the “Enterprise Chamber”) has rendered its judgment in the buy-out
proceedings initiated by Casino, Guichard-Perrachon S.A. (Euronext Paris: CO; ISIN: FR001400OKR3)
(“Casino”) against the other shareholders of Cnova.
The Enterprise Chamber has ruled that the buy-out price offered by Casino of EUR 0.09 per share in Cnova
is fair and has ordered the transfer of all shares in Cnova held by the other Cnova shareholders to Casino, in
exchange for a payment of EUR 0.09 per share in cash, to be increased by statutory interest from June 30,
2024 until the date of transfer of the shares or the date of consignment (as explained below).
Shareholders of Cnova may comply with the Enterprise Chamber’s judgment voluntarily by transferring
their shares in Cnova to Casino. Casino will shortly announce modalities and other details for the voluntary
transfer which should be open for a period of ten weeks. Shareholders will then have to contact their bank,
broker or financial intermediary to obtain information on how to transfer their shares in Cnova to Casino.
On or shortly after the end of the period for voluntary transfer, Casino will enforce the Enterprise Chamber’s
judgment against all shareholders who did not participate in the voluntary transfer, by paying the aggregate
buy-out price for the remaining shares in Cnova to the consignment fund of the Dutch Ministry of Finance,
as a result of which such shares will be transferred to Casino unencumbered and by operation of law.
Subsequently, former shareholders will only be entitled to payment of the buy-out price from the
consignment fund of the Dutch Ministry of Finance in accordance with applicable laws and regulations. The
link to the website of the consignment fund, an informal English translation of the relevant pages and the
form through which shareholders can claim the buy-out price at the consignment fund, will be published on
Casino’s website.
Casino announced earlier that once the buy-out proceedings are completed, it would contemplate to ask for
the delisting of Cnova’s shares from Euronext Paris. Cnova intends to accommodate this request and take
all actions required to effectuate the delisting.
