Completion of acquisition by GOA LCD of control block in the capital of UCAR-20:26 May 17, 2022

BOULOGNE BILLANCOURT, France, May 17, 2022 / PRNewswire /-GOALCD, managed by the Cosmobilis Group, announced that it has acquired € 59.15 per share. This is a block of stock that represents about 67.13% of the capital. 73.92% of theoretical voting rights


[1]

UCAR’s (“”

society

To specific reference shareholders, as announced in a previous press release dated April 11, 2022.

Therefore, GOA LCD owns 1,169,812 shares of the Company at the end of the business. GOA LCD also benefits from its commitment to bid on offers related to 392,421 shares (equivalent to 22% of capital).

1

), It is clearly stated that the Company holds 8% of the treasury stock, which will be canceled at the end of the Tender Offer or, if applicable, the squeeze-out.

Following the completion of this acquisition, the composition of UCAR’s board of directors has changed to take into account the new composition of its shareholding. On May 17, 2022, AXA FRANCE IARD, Philippe MARIE, Florence LAGARDE, Tiphaine PUERTO and Laurène PUERTO resigned from the UCAR Board of Directors. Jean-Louis MOSCA, Carlos GOMES, Christophe PINEAU, Jean-Hugues DELVOLVE, and Jean-Loup SAVIGNY have filled the vacant seats on the UCAR Board. These co-options, which came into effect on May 17, 2022, will be subject to approval by the next UCAR Shareholders’ Meeting.

On May 17, 2022, the UCAR Board of Directors also decided to separate the duties of Chairman of the Board from the duties of Chief Executive Officer and appointed Christoph Pinault as Chief Executive Officer. Jean-Claude PUERTO-SALAVERT maintains the position of Chairman of the Board of Directors of UCAR.

GOA LCD will submit a required simplified tender offer draft at a price of € 59.15 per share by the end of May, in accordance with applicable regulations. General regulations of Autorité des marchés financial companies (hereinafter referred to as ”

Have

FM

AMF compliance notice regarding the proposed offer. GOA LCD will carry out a squeeze-out following the open call for participants.

At its meeting on April 8, 2022, the Board of Directors appointed Finexsi as an independent expert to prepare a report on the financial position of the public offering in accordance with the provisions of Article 261. -1 I. 1 °, 2 °, 4 ° and II. Of the general rules of AMF.

This designation is not opposed by AMF in accordance with the provisions of Sections 261-1 and 261-1-1 of the General Rules of AMF.

The Board of Directors of the Company will issue a reasonable opinion on the open call for participants after obtaining the independent expert report contained in the draft response.

Completion of the open call for participants is subject to the AMF Declaration of Compliance.

About Ucar Mobility Group

Founded in 2000, UCAR is a mobility specialist in a position to address new vehicle consumption patterns under the UCAR brand and white label. In the face of evolving urban lifestyles, declining purchasing power, and growing ecology awareness, UCAR’s innovative proposals are based on:

  • Transparent rates and low prices all year round through the local network.

  • An original digital offer that provides access to new cars to as many people as possible, thanks to the revenue from sharing.

UCAR has nearly 100 direct employees and 400 people working in all networks (franchisees and franchise employees). The group is located in France and has 437 branches and nearly 8,000 vehicles. In 2021, trading volume under the UCAR brand and related networks was € 67 million.

UCAR has been listed on Euronext Gross Pari (FR 0011070457 – ALUCR) since July 6, 2011.

About COSMOBILIS

The COSMOBILIS Group is a new European player in automotive mobility, born at the crossroads of evolution and digital transformation in the automotive sector.

COSMOBILIS consists of five pillars. Car distribution through a network of brand dealers using the iconic brand BYmyCAR, digital car distribution via the Elite Auto and Proxauto platforms, En Voiture Simone, the first approved online car training institute, and Fleet Way, a car specialist. -GOA, a new brand of the group that provides enterprise mobility solutions and automotive mobility services, including Marcel’s VTC services. COSMOBILIS recently strengthened its capital by raising € 100 million subscribed to by Group shareholder Crédit Agricole.



[1]

Equivalent to 3,164,906 theoretical voting rights prior to the loss of the double voting rights associated with the shares transferred to GOA LCD under our capital as of April 30, 2022 as part of the acquisition of the block. It consists of 1,742,624 shares.

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