Allego N.V. (“Allego” or the “Company”) (NYSE: ALLG), a leading
provider of electric vehicle charging solutions, and Madeleine
Charging B.V., Allego’s majority shareholder (“Meridiam”), jointly
announced today the expiration and final results of Meridiam’s
previously announced cash tender offer for all the issued and
outstanding ordinary shares of Allego (the “Shares”) not owned by
Meridiam or its affiliates (the “Offer”). The Offer expired one
minute after 11:59 p.m., New York City time, on July 31, 2024 and
was not extended.
A total of 38,718,988 Shares were properly tendered and not
withdrawn, and Meridiam has accepted for purchase all such Shares.
As a result of completion of the Offer, Meridiam holds 236,556,055
Shares representing approximately 86.6% of the total outstanding
Shares of the Company as of July 3, 2024.
As previously announced, on June 17, 2024, Allego and Meridiam
entered into a Transaction Framework Agreement pursuant to which
Allego will voluntarily delist the Shares from the New York Stock
Exchange (the “NYSE”) after the completion of the Offer. The
parties intend to take all steps necessary to effect the delisting
of the Shares as promptly as possible and anticipate that the
delisting will be effective in August 2024.
Allego seeks to delist the Shares based on, among other things,
the belief that its management may have greater flexibility, as a
private company, to focus on improving its long-term financial
performance without the pressures caused by the public equity
market’s valuation of the Company and emphasis on short-term
period-to-period performance. The Company has not arranged to list
or register the Shares on another national securities exchange.
The information agent for the Offer is Innisfree M&A
Incorporated, and the Depositary is Broadridge Corporate Issuer
Solutions, LLC. For questions and information, please contact the
information agent toll free at (877) 750-8240 (for shareholders) or
collect at (212) 750 5833 (for banks and brokers).
About Allego
Allego is a leading electric vehicle charging solutions provider
dedicated to accelerating the transition to electric mobility with
100% renewable energy. Allego has developed a comprehensive
portfolio of innovative charging infrastructure and proprietary
software, including Allamo and EV Cloud platforms. With a network
of 35,000 charging points (and counting) spanning 16 countries,
Allego delivers independent, reliable, and safe charging solutions,
agnostic of vehicle model or network affiliation. Founded in 2013
and publicly listed on the NYSE in 2022, Allego now employs a team
of 220 people striving daily to make charging accessible,
sustainable, and enjoyable for all.
For reference you'll find all releases here:
https://ir.allego.eu/events-publications/press-releases.
About Meridiam
Meridiam was founded in 2005 by Thierry Déau, with the belief
that the alignment of interests between the public and private
sector can provide critical solutions to the collective needs of
communities. Meridiam is an independent investment Benefit
Corporation and an asset manager. The firm specializes in the
development, financing, and long-term management of sustainable
public infrastructure in three core sectors: sustainable mobility,
critical public services and innovative low carbon solutions. With
offices in Addis Ababa, Amman, Dakar, Istanbul, Johannesburg,
Libreville, Luxembourg, Paris, Vienna and Washington DC, Meridiam
manages over US$22 billion and more than 125 projects to date.
Meridiam is certified ISO 9001: 2015, Advanced Sustainability
Rating by VigeoEiris (Moody’s), ISO 37001 Anti-Corruption
certification by AFNOR and applies a unique methodology in relation
to ESG and impact based on United Nations’ Sustainable Development
Goals (SDGs).
For reference you'll find all releases here:
https://www.meridiam.com/news/.
Cautionary Statement Regarding Forward-Looking
Statements
This press release including exhibits may contain certain
statements that are, or may be deemed to be, forward-looking
statements with respect to the financial condition, results of
operations and business of Allego and certain plans and objectives
of Meridiam and Meridiam SAS with respect thereto. These
forward-looking statements include, but are not limited to,
statements regarding the satisfaction of conditions to the
completion of the tender offer and the proposed transactions and
the expected completion of the tender offer and the proposed
transactions, the timing and benefits thereof, as well as other
statements that are not historical fact. These forward-looking
statements can be identified by the fact that they do not relate to
historical or current facts. Forward-looking statements also often
use words such as “anticipate,” “target,” “continue,” “estimate,”
“expect,” “forecast,” “intend,” “may,” “plan,” “goal,” “believe,”
“hope,” “aims,” “continue,” “could,” “project,” “should,” “will” or
other words of similar meaning. These statements are based on
assumptions and assessments made by Allego, Meridiam and/or
Meridiam SAS (as applicable) in light of their experience and
perception of historical trends, current conditions, future
developments and other factors they believe appropriate. By their
nature, forward-looking statements involve risk and uncertainty,
because they relate to events and depend on circumstances that will
occur in the future and the factors described in the context of
such forward-looking statements in this communication could cause
actual results and developments to differ materially from those
expressed in or implied by such forward-looking statements.
Although it is believed that the expectations reflected in such
forward-looking statements are reasonable, no assurance can be
given that such expectations will prove to be correct and you are
therefore cautioned not to place undue reliance on these
forward-looking statements, which speak only as at the date of this
communication.
Forward-looking statements are not guarantees of future
performance. Such forward-looking statements involve known and
unknown risks and uncertainties that could significantly affect
expected results and are based on certain key assumptions. Such
risks and uncertainties include, but are not limited to, the
potential failure to satisfy conditions to the completion of the
tender offer and proposed transactions; the failure to obtain
necessary regulatory or other approvals; the outcome of legal
proceedings that may be instituted against Allego and/or others
relating to the transaction; the possibility that competing offers
will be made; potential adverse reactions or changes to business
relationships resulting from the announcement or completion of the
tender offer and proposed transactions; significant or unexpected
costs, charges or expenses resulting from the tender offer and
proposed transactions; and negative effects of this communication
or the consummation of the tender offer and proposed transactions
on the market price of the Shares. Many factors could cause actual
results to differ materially from those projected or implied in any
forward-looking statements. Among the factors that could cause
actual results to differ materially from those described in the
forward-looking statements are (i) changes adversely affecting
Allego’s business, (ii) the price and availability of electricity
and other energy sources, (iii) the risks associated with
vulnerability to industry downturns and regional or national
downturns, (iv) fluctuations in Allego’s revenue and operating
results, (v) unfavorable conditions or further disruptions in the
capital and credit markets, (vi) Allego’s ability to generate cash,
comply with existing or new debt covenants, service indebtedness
and incur additional indebtedness, (vii) competition from existing
and new competitors, (viii) the growth of the electric vehicle
market, (ix) Allego’s ability to integrate any businesses it may
acquire, (x) the agreement of various landowners to deployment of
Allego charging stations, (xi) Allego’s ability to recruit and
retain experienced personnel, (xii) risks related to legal
proceedings or claims, including liability claims, (xiii) Allego’s
dependence on third-party contractors to provide various services,
(xiv) data security breaches or other network outage, (xv) Allego’s
ability to obtain additional capital on commercially reasonable
terms, (xvi) the impact of a pandemic or other health crises,
including COVID-19 related supply chain disruptions and expense
increases, (xvii) general economic or political conditions,
including the Russia/Ukraine and Israel/Hamas conflicts or
increased trade restrictions between the United States, Russia,
China and other countries and (xviii) other factors detailed under
the section entitled “Risk Factors” in the Company’s filings with
the SEC. If any one or more of these risks or uncertainties
materializes or if any one or more of the assumptions prove
incorrect, actual results may differ materially from those
expected, estimated or projected. Such forward-looking statements
should therefore be construed in the light of such factors. A more
complete description of these and other material risks can be found
in Allego’s filings with the SEC, including its Annual Report on
Form 20-F for the year ended December 31, 2023, subsequent filings
on Form 6-K and other documents that may be filed from time to time
with the SEC, as well as, the Schedule TO and related tender offer
documents to be filed by Meridiam and Meridiam SAS and the Schedule
14D-9 and the Schedule 13E-3 to be filed by Allego. Due to such
uncertainties and risks, readers are cautioned not to place undue
reliance on such forward-looking statements, which speak only as of
the date of this communication. None of Meridiam, Meridiam SAS or
Allego undertakes any obligation to update or revise any
forward-looking statement as a result of new information, future
events or otherwise, except as required by applicable law.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20240801077191/en/
Investors: investors@allego.eu
Media press@allego.eu a.lenoir@meridiam.com / Antoine
Lenoir / +33 1 53 34 96 92
Allego NV (NYSE:ALLG)
過去 株価チャート
から 10 2024 まで 11 2024
Allego NV (NYSE:ALLG)
過去 株価チャート
から 11 2023 まで 11 2024
