Electricité et Eaux de Madagascar: Board Rejects Le Clézio's Takeover Bid at €1.50
Electricité et Eaux de Madagascar filed its response note on Wednesday to the public takeover offer made by Le Clézio Industrie at €1.50 per share, which may include additional price supplements.
Unfavorable Opinion from the Independent Expert
Ledouble, appointed as the independent expert, concludes that the offer price of €1.50 is not financially fair for the shareholders contributing their shares. This conclusion, issued in the expert report of December 15, 2025, and confirmed in an addendum of June 16, 2026, regarding the modification of the offer project introducing price supplements, remains unchanged despite these additions. The Board of Directors notes a discount of 58% compared to the closing price on May 16, 2025 (€3.56), and between 57 to 59% over the previous twelve months. The proposed price remains lower than the net book value as of December 31, 2024, estimated at €1.80.
Unfavorable Opinion from the Board of Directors
The Board of Directors, meeting on June 16, 2026, unanimously maintained its unfavorable opinion on the modified offer project. It considers that the offer undervalues the company's assets and that the price supplements are legally contestable in their regularity, with payment terms that are detrimental. The Board believes that the offer project, in its current form, lacks interest for minority shareholders as it fails to provide them with real liquidity at a fair price. The four directors (Hélène Tronconi, Financière Eyschen, Hélène Guillerand, and Jamie Wyser-Pratte) have expressed their intention not to contribute the portion of shares they individually hold to the offer.
Structure and Procedure of the Offer
The offer covers 4,111,337 shares, representing 71.65% of the capital, not held by the Concert, which holds 1,626,962 shares representing 28.35% of the capital, while being deprived of all its voting rights for a period of five years. The Concert formed around Valéry Le Helloco is currently deprived of all its voting rights for a duration of five years following the decision of the Paris Court of Appeal on May 28, 2025. The offer price remains set at €1.50 per share with six possible price supplements included in the modified project of April 27, 2026. The initiator does not intend to implement a mandatory withdrawal procedure for shares not contributed to the offer. The response note project is available on the websites of the AMF and Electricité et Eaux de Madagascar at no cost. A press release will be issued no later than the day before the opening of the offer to inform the public of the availability of regulatory documents.
