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Canon Announces Opening of Public Takeover Bid for All Shares in I.R.I.S. Group SA
LONDON, February 6, 2013 /PRNewswire/ --
Acquisition to accelerate growth of Canon's solutions business
Reference is made to the joint press release of Canon and I.R.I.S. Group SA of 18
September 2012 regarding Canon's intention to acquire I.R.I.S. Group SA. Canon,
world-leader in imaging solutions, via its subsidiary Canon Europa N.V., today announced
the opening of a voluntary and conditional public takeover bid in cash for all shares,
warrants and stock options of I.R.I.S. Group SA. The initial acceptance period under the
offer begins on 6 February 2013 and ends on 20 March 2013.
The bid relates to all shares (including treasury shares) which are not held by Canon
Europa N.V., the warrants and stock options issued by I.R.I.S. Group SA. The offer price
per share is EUR 44.50, and the price for warrants and stock options has been determined
in accordance with market practices.
Canon already has a close strategic partnership with I.R.I.S. Group, developed over a
number of years, which was strengthened in July 2009 when Canon acquired a 17% stake in
the company. Bringing I.R.I.S. Group into the Canon Group will allow both companies to
cooperate more closely in developing a range of technology solutions to be able to better
serve their customers in the business environment.
Rokus van Iperen, President & CEO, Canon Europe, Middle East and Africa, comments:
"Both management teams are committed to successfully completing the process already
underway to bring I.R.I.S. Groupinto the Canon Group, and we look forward to working
closely together to drive future growth. We are confident that I.R.I.S. Groupwill play a
key long term role in building Canon's solutions and business services portfolio."
Pierre de Muelenaere, President & CEO, I.R.I.S. Group, comments: "The technological
world is changing fast. We are offering a strong portfolio of innovative solutions and
complementary services that can generate significant business benefits for our partners
and clients. This portfolio fits extremely well with Canon's strategy to develop a strong
solutions and services activity at international level. Both I.R.I.S.'s Board of Directors
and Management are therefore unanimously supporting the Bid and committed to it."
Full details of the bid are covered in the offer prospectus and the memorandum in
reply prepared by the board of directors of I.R.I.S. Group SA that are published on the
website of I.R.I.S. Group (http://www.iriscorporate.com) and of ING Belgium
(http://www.ing.be). The prospectus can also be sent without charge upon request by
telephone from ING Belgium SA/NV at +32-2-464-60-02 (French) or at +32-2-464-60-04
(English).
The prospectus and the memorandum in reply, which have both been approved by the FSMA
on 5 February 2013, are also available on the FSMA website at:
http://www.fsma.be/fr/Supervision/fm/oa/ooa/ProspectusOPA.aspx
Notes to Editors:
Prospectus Availability:
Online:
The prospectus (including the acceptance form and the memorandum in reply) is available in
English on the website of ING Belgium SA/NV on:
http://www.ing.be/en/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions
It is also available in French on the website of ING Belgium SA/NV at:
http://www.ing.be/fr/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions
The prospectus is also available in English and in French on the I.R.I.S. Group
website at: http://www.iriscorporate.com/c2-151-17/Prospectus.aspx
Further, the summary of the prospectus is also available in Dutch on the website of
ING Belgium SA/NV at:
https://www.ing.be/nl/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LANGUAGE_NL
By Phone: The prospectus can also be sent without charge upon request by telephone
from ING Belgium SA/NV at +32-2-464-60-02 (French) or at +32-2-464-60-04 (English).
About I.R.I.S. Group
I.R.I.S.' mission is to increase our customers' productivity and knowledge through
helping them better manage their documents, data and information. I.R.I.S. Products &
Technologies develops technologies and products for Intelligent Document Recognition and
markets its portfolio on a worldwide basis through strong partnerships. I.R.I.S.
Professional Solutions enables companies and administrations to find in one company the
innovative expertise and hi tech solutions to efficiently manage documents, information
flows and IT infrastructure. I.R.I.S. has more than 500 employees based in
Louvain-la-Neuve, Vilvoorde and Brasschaat (Belgium), Orly (France), Windhof (Luxemburg),
Amstelveen and Meerssen (The Netherlands), Aachen (Germany), Delray Beach (USA), Hong Kong
(China), Copenhagen (Denmark) and Oslo (Norway). http://www.iriscorporate.com
About Canon Europe
Canon Europe is the regional sales and marketing operation for Canon Inc., represented
in 116 countries across Europe, the Middle East and Africa (EMEA).
Founded in 1937 with the specific goal of making the best quality camera available to
customers, Canon's tireless passion for the Power of Image has since extended its
technology into many other markets and has established it as a world leader in both
consumer and business imaging solutions. Its solutions comprise products, ranging from
digital compact and SLR cameras, through broadcast lenses and portable X-ray machines, to
multi-function and production printers, all supported by a range of value added services.
Canon invests heavily in R&D to deliver the richest and most innovative products and
services to satisfy customers' creative needs. From amateur photographers to professional
print companies, Canon enables each customer to realise their own passion for image.
Canon's corporate philosophy is Kyosei
[http://www.canon-europe.com/About_Us/About_Canon/Philosophy/Index.asp ] - 'living and
working together for the common good'. In EMEA, Canon Europe pursues sustainable business
growth, focusing on reducing its own environmental impact and supporting customers to
reduce theirs using Canon's products, solutions and services. Canon has achieved global
certification to ISO 14001, demonstrating a world-class environmental management standard.
Further information about Canon Europe is available at:
http://www.canon-europe.com
Canon Europe
CONTACT: For Canon Europe: Lucie Smith, Nelson Bostock Communications (on behalf of Canon Europe), Tel: +44(0)20-7792-7412, Email: lucie.smith@nelsonbostock.com / For I.R.I.S. Group: Denis Hermesse, CFO I.R.I.S, Tel: +32(0)10-487-460, Email: investors@iriscorporate.com
Canon Announces Opening of Public Takeover Bid for All Shares in I.R.I.S. Group SA
LONDON, February 6, 2013 /PRNewswire/ --
Acquisition to accelerate growth of Canon's solutions business
Reference is made to the joint press release of Canon and I.R.I.S. Group SA of 18
September 2012 regarding Canon's intention to acquire I.R.I.S. Group SA. Canon,
world-leader in imaging solutions, via its subsidiary Canon Europa N.V., today announced
the opening of a voluntary and conditional public takeover bid in cash for all shares,
warrants and stock options of I.R.I.S. Group SA. The initial acceptance period under the
offer begins on 6 February 2013 and ends on 20 March 2013.
The bid relates to all shares (including treasury shares) which are not held by Canon
Europa N.V., the warrants and stock options issued by I.R.I.S. Group SA. The offer price
per share is EUR 44.50, and the price for warrants and stock options has been determined
in accordance with market practices.
Canon already has a close strategic partnership with I.R.I.S. Group, developed over a
number of years, which was strengthened in July 2009 when Canon acquired a 17% stake in
the company. Bringing I.R.I.S. Group into the Canon Group will allow both companies to
cooperate more closely in developing a range of technology solutions to be able to better
serve their customers in the business environment.
Rokus van Iperen, President & CEO, Canon Europe, Middle East and Africa, comments:
"Both management teams are committed to successfully completing the process already
underway to bring I.R.I.S. Groupinto the Canon Group, and we look forward to working
closely together to drive future growth. We are confident that I.R.I.S. Groupwill play a
key long term role in building Canon's solutions and business services portfolio."
Pierre de Muelenaere, President & CEO, I.R.I.S. Group, comments: "The technological
world is changing fast. We are offering a strong portfolio of innovative solutions and
complementary services that can generate significant business benefits for our partners
and clients. This portfolio fits extremely well with Canon's strategy to develop a strong
solutions and services activity at international level. Both I.R.I.S.'s Board of Directors
and Management are therefore unanimously supporting the Bid and committed to it."
Full details of the bid are covered in the offer prospectus and the memorandum in
reply prepared by the board of directors of I.R.I.S. Group SA that are published on the
website of I.R.I.S. Group (http://www.iriscorporate.com) and of ING Belgium
(http://www.ing.be). The prospectus can also be sent without charge upon request by
telephone from ING Belgium SA/NV at +32-2-464-60-02 (French) or at +32-2-464-60-04
(English).
The prospectus and the memorandum in reply, which have both been approved by the FSMA
on 5 February 2013, are also available on the FSMA website at:
http://www.fsma.be/fr/Supervision/fm/oa/ooa/ProspectusOPA.aspx
Notes to Editors:
Prospectus Availability:
Online:
The prospectus (including the acceptance form and the memorandum in reply) is available in
English on the website of ING Belgium SA/NV on:
http://www.ing.be/en/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions
It is also available in French on the website of ING Belgium SA/NV at:
http://www.ing.be/fr/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions
The prospectus is also available in English and in French on the I.R.I.S. Group
website at: http://www.iriscorporate.com/c2-151-17/Prospectus.aspx
Further, the summary of the prospectus is also available in Dutch on the website of
ING Belgium SA/NV at:
https://www.ing.be/nl/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LANGUAGE_NL
By Phone: The prospectus can also be sent without charge upon request by telephone
from ING Belgium SA/NV at +32-2-464-60-02 (French) or at +32-2-464-60-04 (English).
About I.R.I.S. Group
I.R.I.S.' mission is to increase our customers' productivity and knowledge through
helping them better manage their documents, data and information. I.R.I.S. Products &
Technologies develops technologies and products for Intelligent Document Recognition and
markets its portfolio on a worldwide basis through strong partnerships. I.R.I.S.
Professional Solutions enables companies and administrations to find in one company the
innovative expertise and hi tech solutions to efficiently manage documents, information
flows and IT infrastructure. I.R.I.S. has more than 500 employees based in
Louvain-la-Neuve, Vilvoorde and Brasschaat (Belgium), Orly (France), Windhof (Luxemburg),
Amstelveen and Meerssen (The Netherlands), Aachen (Germany), Delray Beach (USA), Hong Kong
(China), Copenhagen (Denmark) and Oslo (Norway). http://www.iriscorporate.com
About Canon Europe
Canon Europe is the regional sales and marketing operation for Canon Inc., represented
in 116 countries across Europe, the Middle East and Africa (EMEA).
Founded in 1937 with the specific goal of making the best quality camera available to
customers, Canon's tireless passion for the Power of Image has since extended its
technology into many other markets and has established it as a world leader in both
consumer and business imaging solutions. Its solutions comprise products, ranging from
digital compact and SLR cameras, through broadcast lenses and portable X-ray machines, to
multi-function and production printers, all supported by a range of value added services.
Canon invests heavily in R&D to deliver the richest and most innovative products and
services to satisfy customers' creative needs. From amateur photographers to professional
print companies, Canon enables each customer to realise their own passion for image.
Canon's corporate philosophy is Kyosei
[http://www.canon-europe.com/About_Us/About_Canon/Philosophy/Index.asp ] - 'living and
working together for the common good'. In EMEA, Canon Europe pursues sustainable business
growth, focusing on reducing its own environmental impact and supporting customers to
reduce theirs using Canon's products, solutions and services. Canon has achieved global
certification to ISO 14001, demonstrating a world-class environmental management standard.
Further information about Canon Europe is available at:
http://www.canon-europe.com
Canon Europe
CONTACT: For Canon Europe: Lucie Smith, Nelson Bostock Communications (on behalf of Canon Europe), Tel: +44(0)20-7792-7412, Email: lucie.smith@nelsonbostock.com / For I.R.I.S. Group: Denis Hermesse, CFO I.R.I.S, Tel: +32(0)10-487-460, Email: investors@iriscorporate.com