This press release may not be published or distributed, directly or indirectly, in or into Australia, Canada, Hong Kong, Japan, New Zealand, the Republic of South Africa, Singapore or the United States of America. The Offer is not being made to, nor will any tenders be accepted from, holders in such jurisdictions or elsewhere where their participation requires further documentation, filings or other measures in addition to those required by Swedish and Swiss law.
Press release 18 June 2015
Oriflame Cosmetics to be delisted from Nasdaq Stockholm, last day of trading will be 2 July 2015 - new parent company to be listed on 23 June 2015Oriflame Holding AG ('OHAG') announced on 8 May 2015 an offer to the shareholders of Oriflame Cosmetics S.A. ('OCSA') to tender all shares of OCSA (either directly or in the form of Swedish depositary receipts; together referred to as the 'shares') in exchange for one (1) OHAG share per OCSA share (the 'Offer'). The initial acceptance period for the Offer expired on 15 June 2015.
On 18 June 2015 OHAG announced that it successfully completes the Offer and extends the acceptance period to 3 July 2015. At the expiry of the initial acceptance period, 48,391,447 shares had been tendered in the Offer, corresponding to approximately 87.0 percent of the votes in OCSA. The new shares of OHAG (ISIN: CH0256424794) will be listed on Nasdaq Stockholm on 23 June 2015. OHAG's ticker will be ORIF for the time until OCSA is delisted from Nasdaq Stockholm and thereafter ORI.
Against this background, OCSA has applied for delisting of its Swedish depository receipts ('SDRs') from Nasdaq Stockholm. OCSA has been informed that Nasdaq Stockholm has decided that the last day of trading in the SDRs on Nasdaq Stockholm will be 2 July 2015.
Following discussions with Nasdaq Stockholm, such a delisting can be carried out even if OHAG's shareholding in OCSA following completion of the Offer is below 95 percent (which is the holding necessary to be able to commence a compulsory acquisition procedure under applicable rules and regulations in Luxembourg) since Oriflame has agreed that the acceptance period for the Offer will be kept open up until the completion of a cross-border merger between OHAG and OCSA with OHAG as acquiring company, and with regards to the acceptance level in the Offer (settlement to be offered on a biweekly to monthly basis). The cross-border merger will be initiated as soon as practicable in accordance with the applicable laws of Luxembourg and Switzerland. This has also been approved by the Swedish Securities Council, see Council Statement 2015:07.

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