Sony Pixel Power calrec Sony

Thales extends the acceptance period of the offer for Gemalto until 15 August 2018

01/06/2018

01.06.2018

Share

Share this article

Facebook

Twitter

Google Plus

LinkedIn

and confirms it expects to complete the acquisition in the course of the second half of 2018

Reference is made to the joint press release by Thales (Euronext Paris: HO) and Gemalto (Euronext Amsterdam and Paris: GTO) dated 27 March 2018 in relation to the launch of the recommended all-cash offer by Thales for all the issued and outstanding shares of Gemalto (the Offer ) and the publication of the Offer Document. Terms not defined in the press release will have the meaning as set forth in the Offer Document.

In accordance with Dutch offer rules, and as set out in the Offer Document, Thales has decided to extend the Acceptance Period of the Offer by ten weeks until August 15Th, 17:40 hours CET (11:40 hours New York time).

The Acceptance Period has effectively been extended because the Offer Conditions for completion of the Offer, in particular with respect to Regulatory Clearances, will not be fulfilled before the expiry of the initial Acceptance Period at 17:40 hours CET (11:40 am New York time) on 6 June 2018.

As a reminder, Thales and Gemalto are seeking Regulatory Clearances from the competent antitrust authorities in Australia, in China, for the European Union, in Israel, in Mexico, in New Zealand, in Russia, in South Africa, in Turkey and in the United States. In addition to CFIUS approval in the United States, Thales and Gemalto are seeking Regulatory Clearances relating to foreign investments from the competent authorities in Australia, Canada and Russia.

As announced on 17 December 2017, it is expected that the transaction will be completed shortly after receipt by Thales of all Regulatory Clearances, in the course of the second half of the year 2018.

In accordance with the Offer Document, Thales will request an exemption from the Dutch authority for the financial markets (AFM) to further extend the Acceptance Period beyond 15 August 2018. Subject to receipt of such exemption, the Acceptance Period will be extended until such time as Thales, in consultation with Gemalto, will reasonably believe is necessary to allow the Offer Condition relating to the Regulatory Clearances to be satisfied.

Tendered Shares

During the extended Acceptance Period, Shares tendered may be withdrawn in accordance with the provisions of Article 15, paragraph 3 of the Decree and the procedures described in the Offer Document. Any Shares tendered during the initial Acceptance Period and which are not withdrawn will remain subject to the Offer.

****

This is a joint press release by Thales and Gemalto pursuant to Section 15, paragraph 2 of the Dutch decree on public takeover bids (Besluit openbare biedingen Wft) in connection with the recommended all-cash offer by Thales for all the issued and outstanding shares in the capital of Gemalto, including all American depositary shares. This announcement does not constitute an offer, or any solicitation of any offer, to buy or subscribe for any securities in Gemalto. Any offer is only made by means of the Offer Document, which is available as of 27 March 2018.

About Gemalto

Gemalto is the global leader in digital security, with 2017 annual revenues of 3 billion and customers in over 180 countries. We bring trust to an increasingly connected world.

From secure software to biometrics and encryption, our technologies and services enable businesses and governments to authenticate identities and protect data so they stay safe and enable services in personal devices, connected objects, the cloud and in between.

Gemalto's solutions are at the heart of modern life, from payment to enterprise security and the internet of things. We authenticate people, transactions and objects, encrypt data and create value for software - enabling our clients to deliver secure digital services for billions of individuals and things.

Our 15,000 employees operate out of 112 offices, 43 personalization and data centers, and 30 research and software development centers located in 48 countries.

www.gemalto.com

Notice to U.S. holders of Gemalto Shares

The Offer is made for the securities of Gemalto, a public limited liability company incorporated under Dutch Law, and is subject to Dutch disclosure and procedural requirements, which are different from those of the United States of America. The Offer is made in the United States of America in compliance with Section 14(e) of the U.S. Securities Exchange Act of 1934, as amended (the U.S. Exchange Act), and the applicable rules and regulations promulgated thereunder, including Regulation 14E (subject to any exemptions or relief therefrom, if applicable) and otherwise in accordance with the requirements of Dutch law. Accordingly, the Offer is subject to disclosure and other procedural requirements, including with respect to the Offer timetable, settlement procedures, withdrawal, waiver of conditions and timing of payments that are different from those applicable under U.S. domestic tender offer procedures and laws.

The receipt of cash pursuant to the Offer by a U.S. holder of Gemalto Shares may be a taxable transaction for U.S. federal income tax purposes and under applicable state and local, as well as foreign and other tax laws. Each holder of Gemalto shares is urged to consult his independent professional advisor immediately regarding the tax consequences of accepting the Offer.

To the extent permissible under applicable laws and regulations, including Rule 14e-5 under the U.S. Exchange Act, and in accordance with normal Dutch practice, Thales and its affiliates or its broker and its broker's affiliates (acting as agents or on behalf of Thales or its affiliates, as applicable) may from time to time after the date of the joint press release by Thales and Gemalto dated 17 December 2017, and other than pursuant to the Offer, directly or indir
LINK: https://www.thalesgroup.com/en/group/investors/press-release/thales-ex...
See more stories from thales

Most recent headlines

06/10/2025

France Tlvisions Wins Prestigious 2025 EBU Technology & Innovation Award in Groundbreaking Collaboration with Dalet

France T l visions, France's leading broadcaster, has received the 2025 EBU ...

04/09/2025

Monumental Sports & Entertainment and Dalet Win Prestigious 2025 NAB Show Project of the Year Award

Monumental Sports & Entertainment (MSE), in collaboration with Dalet, has been a...

07/08/2025

Tata Motors & Dolby Bring Dolby Atmos to Harrier.ev, Redefining In-Car Entertainment Experience

July 8 2025, 22:30 (PDT) Tata Motors & Dolby Bring Dolby Atmos to Harrier.ev, R...

12/07/2025

Retracing Ryan Coogler's Sundance Institute Journey

Ryan Coogler accepting the 2013 Vanguard Award. Photo by Alberto E. Rodriguez. Editor's Note: In honor of Fruitvale Station s 12th anniversary, we're d...

12/07/2025

Key Code Education Launches New Adobe Premiere Pro Engineer Certification

Key Code Education, the professional training division of Key Code Media, proudly announces a major update to its Adobe Premiere Pro Engineering and Advanced Op...

12/07/2025

Key Code Education Launches New Hands-On Training Programs for Ross Video, Vizrt, EditShare, and SNS

Key Code Education, a leader in instructor-led post production training for over...

12/07/2025

TV Station Groups Launch Texas Flood Relief Efforts

As the death toll continues to mount, with at least 120 killed and more than 170 people still missing on July 10 from devastating Texas floods, a number of broa...

12/07/2025

DirecTV Adds ViX Premium With Ads to MiEspaol Genre Pack

EL SEGUNDO, Calif., and MIAMI -DirecTV and TelevisaUnivision have signed a deal that will make the ad-supported premium subscription tier of ViX, ViX Premium wi...

11/07/2025

2025 Sundance Institute Producers Lab Fellows Announced

PARK CITY, UTAH, July 11, 2025 - The nonprofit Sundance Institute announced today the 11 producers chosen for its annual Producers Labs, returning to Ucross Fou...

11/07/2025

Superman' Filmmaker James Gunn Reveals the Playlists Inspired by Your Favorite Characters

If you've ever wondered what might be playing in Clark Kent's headphones...

11/07/2025

L3Harris Delivers First P-8A Poseidon Aircraft to US Navy

L3Harris Technologies President of Intelligence, Surveillance and Reconnaissance Jason Lambert and General Manager of L3Harris Waco facility Sean Ling held a ce...

11/07/2025

WETA Launches WETA+ Free Streaming Service

ARLINGTON, Va. WETA, the flagship public media station in the national capital area, has launched WETA+, a new streaming service tailored for the local Washingt...

11/07/2025

TV Tech's Top Regulatory Stories of 2025

The Federal Communications Commission has emerged as one of the central players in the broadcast TV landscape in 2025, with its deregulatory policies sparking h...

11/07/2025

Calrec to Feature Suite of Interconnected Audio Solutions at IBC2025

Calrec will introduce usability, customization and system enhancements across its entire range of Argo consoles during IBC2025, Sept. 12-15, at the RAI Amsterda...

11/07/2025

Encompass Supports DAZN's Coverage of 2025 FIFA Club World Cup

LONDON Encompass Digital Media said it will support live and on-demand viewing of the 2025 FIFA Club World Cup across multiple global regions for sports enterta...

11/07/2025

SBE Survey: Certified Broadcast Engineers Earn More

Two-thirds of broadcast engineers reaped the benefits of a pay raise within the last year....

11/07/2025

SmallHD Unveils Quantum 27 OLED Monitor

CARY, N.C. SmallHD has launched the Quantum 27, a new 26.5-inch Quantum-Dot OLED monitor designed to deliver postproduction image quality in a compact, set-frie...

11/07/2025

Tegna Will Pay $225K to Settle FCC Investigation

The Federal Communications Commission's Enforcement Bureau and Tegna have entered into a consent decree that will settle an investigation into the accidenta...

11/07/2025

Sens. Markey, Lujn Again Call for FCC Vote on Paramount-Skydance Merger

WASHINGTON Following news in early July that Paramount had settled President Donald Trump's lawsuit, Sens. Edward J. Markey (D-Mass.) and Ben Ray Luj n (D-N...

11/07/2025

Model/Actriz Performs Lead Single Cinderella on The Late Show with Stephen Colbert

Model/Actriz Performs Lead Single Cinderella on The Late Show with Stephen Colbe...

11/07/2025

Behind the Mic: Amazon Prime Preps for First Season of NBA Action; MSG Networks Adjusts Broadcast Booths for Rangers, Devils

Behind the Mic: Amazon Prime Preps for First Season of NBA Action; MSG Networks ...

11/07/2025

SVG New Sponsor Spotlight: Suite Studios' Craig Hering on Adapting to Clients' Needs With Scalable Cloud-Based Storage

SVG New Sponsor Spotlight: Suite Studios' Craig Hering on Adapting to Client...

11/07/2025

2025 SVG Content Management Forum Breaks Down AI's Impact, Continued Transition to the Cloud

2025 SVG Content Management Forum Breaks Down AI's Impact, Continued Transit...

11/07/2025

A Journey HOME: University of Nebraska's HuskerVision Goes IP

A Journey HOME: University of Nebraska's HuskerVision Goes IP Leaders from the HuskerVision and Lawo share their IP learnings By SVG Staff Friday, July 1...

11/07/2025

CMSI, Remote Picture Labs, Ace ESPN's Cloud-Based Editing Efforts for Wimbledon

CMSI, Remote Picture Labs, Ace ESPN's Cloud-Based Editing Efforts for Wimble...

11/07/2025

Netflix Enters the Live-Boxing-Production Ring for Round 2 With Historic Taylor-Serrano 3 Card at MSG

Netflix Enters the Live-Boxing-Production Ring for Round 2 With Historic Taylor-...

11/07/2025

'Too Hot to Handle: Italy' Is Coming on July 18 Only on Netflix

Back to All News Too Hot to Handle: Italy Is Coming on July 18 Only on Netflix Entertainment 11 July 2025 GlobalItaly Link copied to clipboard July 11, 20...

11/07/2025

Netflix Will Release 'Death Inc.' Seasons 1, 2 and 3

Back to All News Netflix Will Release Death Inc. Seasons 1, 2 and 3 Entertainment 11 July 2025 GlobalSpain Link copied to clipboard Season 1 Season 2 Se...

11/07/2025

AI and Multimedia Authenticity Standards Collaboration

AI and Multimedia Authenticity Standards Collaboration launches two papers to guide the future of AI integration, today at the AI for Good Global Summit The...

11/07/2025

A Gaming GPU Helps Crack the Code on a Thousand-Year Cultural Conversation

Ceramics - the humble mix of earth, fire and artistry - have been part of a global conversation for millennia. From Tang Dynasty trade routes to Renaissance pa...

10/07/2025

Taliban repression silences award-winning Afghan woman journalist

The current holder of the prestigious Thomson Foundation Young Journalist of the Year Award has been forced to stop reporting over fears for her safety in Afgha...

10/07/2025

A New Report Puts Aussie Artists in the Spotlight

Spotify is turning up the volume on Australian music with a multipronged initiative designed to highlight the dominance of Australian artists on the global stag...

10/07/2025

Spotify Toasts Oasis's Return With Exclusive Ways for Fans to Get Closer to the Music That Defined a Generation

This is not a drill: Oasis is back on the road-marking its first live performanc...

10/07/2025

Spotify and Youth Music Open Doors for Future Artists

The music industry depends on fresh ideas, bold voices, and emerging talent. Yet across the U.K., too many young musicians lack the space to develop their craft...

10/07/2025

Nielsen Appoints Richard Pacheco as Head of Global Partnerships

NEW YORK - July 10, 2025 - Nielsen, the global leader in audience measurement, data and analytics, today announced that it appointed Richard Pacheco as head of ...

10/07/2025

Sponsored: Robotic Deployments Are Transforming Local News

Local newscasts don't exist in a vacuum. News directors and station management constantly evaluate what's working, what isn't and perhaps most impor...

10/07/2025

Stuttgart Media University Upgrades Studio with Lawo mc56

Lawo has announced that Stuttgart Media University (Hochschule der Medien, HdM) has comprehensively modernized its central recording studio after selecting an I...

10/07/2025

SMPTE Opens Early Bird Registration for Media Technology Summit

The Society of Motion Picture and Television Engineers (SMPTE) has opened early-bird registration for the Media Technology Summit, which will take place in a ne...

10/07/2025

TNDV Television Launches Aspiration 35 to Support Cinematic Workflows

NASHVILLE, Tenn. TNDV Television has launched Aspiration 35, a new version of its 40-foot Aspiration truck reimagined for cinematic multicamera productions....

10/07/2025

Key Code Education Launches Beginner, Intermediate Training Courses

BURBANK, Calif. Key Code Education, a provider of instructor-led postproduction training, is growing its curriculum with new programs for beginner and intermedi...

10/07/2025

Actus Digital to Show Actus X Intelligent Monitoring With AI at IBC2025

HACKENSACK, N.J. Actus Digital will demonstrate how broadcasters can transform compliance monitoring from a necessary expense into a strategic revenue driver at...

10/07/2025

Comments on FCC Ownership Rules Due in August

The Federal Register has published a summary of the Federal Communications Commission's Public Notice seeking comments on its ownership rules that lists a d...

10/07/2025

Netflix Presents the Official Trailer for 'Superestar'

Back to All News Netflix Presents the Official Trailer for SuperestarPlay Video Play Video Entertainment 10 July 2025 GlobalSpain Link copied to clipboard...

10/07/2025

From Terabytes to Turnkey: AI-Powered Climate Models Go Mainstream

In the race to understand our planet's changing climate, speed and accuracy are everything. But today's most widely used climate simulators often strugg...

10/07/2025

Indonesia on Track to Achieve Sovereign AI Goals With NVIDIA, Cisco and IOH

As one of the world's largest emerging markets, Indonesia is making strides toward its Golden 2045 Vision - an initiative tapping digital technologies and...

10/07/2025

VEON and Cohen Circle Secure Investor Commitments for Kyivstar Listing

10 Jul 2025 VEON and Cohen Circle Secure Investor Commitments for Kyivstar Listing Kyiv, New York, Dubai, and Philadelphia - July 10, 2025 - VEON Ltd. (Nasdaq:...

10/07/2025

5G for All? What the DFL's Use of Easy5G, RefCam Could Mean for Events in the Future

5G for all? What the DFL's use of Easy5G and RefCam could mean for events in...

10/07/2025

Save the Date: PGA TOUR Studios Welcomes SVG Remote Production Summit on Oct 14-15

Save the Date: PGA TOUR Studios Welcomes SVG Remote Production Summit on Oct 14-...

10/07/2025

Cloud on the Road: How Remote-Production-Service Providers Are Adapting to a New Era

Cloud on the Road: How Remote-Production-Service Providers Are Adapting to a New...

10/07/2025

Seattle Kraken's Ryan Schaber on the NHL Team Taking Live Game Productions In-House

Seattle Kraken's Ryan Schaber on the NHL Team Taking Live Game Productions I...