Voyageurs du Monde: withdrawal offer at €180 deemed fair, delisting expected

Filing of response memorandum with the AMF

Voyageurs du Monde announced on September 22, 2026 the filing with the AMF of its response memorandum to the public withdrawal offer initiated by the company Avantage, acting in concert with the founders and several institutional investors.

The offer covers shares and convertible bonds (OCA) not held by the concert, at the price of €180 per share and €182.52 per OCA. At the date of the response memorandum, the concert holds 4,061,292 shares and 6,859,477 voting rights, representing 90.48% of the capital and 93.20% of the theoretical voting rights of the company.

The response memorandum, including the independent expert's report, is available on the websites of the company and the AMF. The draft offer and documents remain subject to AMF review.

Favorable opinion from the board and fairness opinion from Crowe HAF

At its meeting on September 21, 2026, the board of directors unanimously issued a favorable opinion on the draft offer and recommended shareholders and OCA holders wishing to take advantage of the liquidity opportunity to tender their securities.

Crowe HAF, represented by Olivier Grivillers, designated as independent expert, submitted on September 21, 2026 its final report concluding on the fairness, from a financial perspective, of the offer terms. According to this report, the price of €180 per share is equal to the value resulting from recent capital transactions and represents a premium of 9.8% over the discounted cash flow method and 13.9% over listed comparables.

The initiator, which holds more than 90% of the capital and voting rights, indicated its intention to request the implementation of a mandatory withdrawal at the end of the offer, resulting in the delisting of shares and OCAs from Euronext Growth Paris. The AMF compliance statement is expected to be submitted to the board on October 26, 2026.