Fagron NV: Disclosure of received notification

Waregem (Belgium)/Rotterdam (The Netherlands)1, 15 July 2016 - Pursuant to the Belgian law of 2 May 2007 regarding the disclosure of major shareholdings in listed companies, Fagron received the following notification.

Notification of Waterland, Filiep Balcaen and Fagron NV, received on 13 July 2016

  • On 13 July 2016, Fagron received a notification that the (indirect) shareholdings of Waterland, Filiep Balcaen and Fagron NV had crossed the disclosure threshold of 30% on 7 July 2016 as the result of the acquisition of voting securities or voting rights.
  • The notification is made by:
    • A parent undertaking or a controlling person.
    • Persons acting in concert who have concluded an agreement aimed either at acquiring control, at frustrating the successful outcome of a bid or at maintaining control.
    • Persons acting in concert who have concluded an agreement to adopt, by concerted exercise of the voting rights they hold, a lasting common policy.
    • Persons acting in concert who have concluded an agreement to hold, acquire or dispose of voting securities.
  • On the notification date, Waterland, Filiep Balcaen and Fagron NV (indirectly) held a total of 22,656,725 voting rights. 21,721,936 voting rights were held by WPEF VI Holdco III BE B.V., 607,029 voting rights were held by Floorenter NV and 327,760 voting rights were held by Fagron NV.
  • Based on the denominator of 71,843,904 (total number of voting rights), Waterland, Filiep Balcaen and Fagron NV (indirectly) held on the notification date 31.54% of the total number of voting rights.
  • WPEF VI Holdco III BE B.V., jointly controlled by WPEF VI Holding III BE B.V. (itself ultimately controlled by Waterland and Baltisse NV (itself ultimately controlled by Filiep Balcaen), has concluded an agreement with Fagron NV with regard to the subscription by WPEF VI Holdco III BE B.V. on new shares of Fagron NV in the context of the capital increases as approved by the extraordinary general meeting of shareholders of 4 May 2016. This agreement is to be considered as an agreement aimed at acquiring control of Fagron in the sense of article 3, §1, 13° a) of the law of 2 May 2007 on disclosure of major holdings in issuers whose shares are admitted to trading on a regulated market (the "Transparency Law"). As this agreement also contains arrangements with regard to the trading of own shares by Fagron NV, it can also be considered as an agreement with regard to the possession, acquisition or disposal of voting securities in the sense of article 3, §1, 13° c) of the Transparency Law. In addition, WPEF VI Holdco III BE B.V., WPEF VI Holding III BE B.V. and Baltisse NV have concluded an agreement in the sense of of article 3, §1, 13° a), b) and c) of the Transparency Law.
  • The notification of Waterland, Filiep Balcaen and Fagron NV can be viewed on investors.fagron.com via this link.

In the event of differences between the English translation and the Dutch original of this press release, the latter prevails.

1 This press release was sent out by Fagron NV and Fagron BV.

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