Kokusai Pulp & Paper Co., Ltd. (TSE:9274) made an offer to acquire a 16.3% stake in Antalis Société anonyme (ENXTPA:ANTA) from shareholders for €8.4 million on May 19, 2020. Under the terms of transaction, Kokusai Pulp & Paper will launch a simplified cash tender offer on all remaining shares of Antalis at a price of €0.73. In a related transaction, Kokusai Pulp&Paper Co.,Ltd. entered into a share purchase agreement to acquire 75.2% in Antalis Société anonyme from Sequana SA for €5.3 million on May 19, 2020. As of September 17, 2020, the offer price was increased to €0.9 per share. Kokusai Pulp & Paper Co., Ltd. will acquire 16.3% stake in Antalis Société anonyme from shareholders for €10.3 million. The tender offer is still currently being reviewed by the AMF and remains subject to its clearance decision. Antalis' Board of Directors set up an ad hoc committee composed of a majority of independent directors to deliver a report on the financial parameters of the offer and the subsequent squeeze-out within the framework. Kokusai Pulp & Paper intends to request the implementation of a squeeze-out procedure at the same price, if the conditions provided for by applicable law and regulations are satisfied. As of October 13, 2020, the transaction was approved by Autorité des marchés financiers (AMF). As of October 14, 2020, the tender offer was initiated. The offer would remain open from October 15 to October 28, 2020. Kokusai Pulp & Paper Co., Ltd. intends to delist Antalis post tender offer is completed.

Pardieu Brocas Maffei acted as legal counsel for Kokusai Pulp & Paper Co., Rothschild & Co SCA (ENXTPA:ROTH) acted as financial advisor to Antalis Société. FINEXSI, SA, Financial Advisory Arm acted as the fairness opinion provider to Board of Antalis Société anonyme.

Kokusai Pulp&Paper Co.,Ltd. (TSE:9274) completed the acquisition of a 16.3% stake in Antalis Société anonyme (ENXTPA:ANTA) from shareholders on October 28, 2020. Kokusai Pulp&Paper Co.,Ltd. acquired 8.312695 million shares of Antalis Société anonyme at €0.9 per share. Post completion, Kokusai Pulp&Paper Co.,Ltd. is holding 95.4% stake, representing 67.772789 shares in Antalis Société anonyme. As Kokusai Pulp&Paper Co.,Ltd. acquired more than 90% of Antalis' shares outstanding, therefore it will implement a squeeze out, according to French regulations. Antalis will be 100% consolidated subsidiary of Kokusai Pulp&Paper Co.,Ltd. after acquisition of shares held by the minority shareholders of Antalis, by implementing a squeeze out. As on November 2, 2020, Kokusai Pulp&Paper confirmed its intention to implement the squeeze out for remaining 2,727,269 Antalis shares not tendered to the Offer by the minority shareholders at a price of €0.9 per Antalis share, net of all costs on November 5, 2020. On the same day, Antalis' shares will be delisted from Euronext Paris. The squeeze out was completed on November 5, 2020 and, simultaneously, Antalis shares are no longer listed.