October 09, 2007 04:00 ET


PARIS--(Marketwire - October 9, 2007) - This announcement of Sonepar S.A. ("Sonepar") shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale in securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Not for release, publication or distribution, in whole or in part, in or into the United States, Canada, Australia, Italy and Japan.

Sonepar intends to make AN all cash offer for Hagemeyer

Paris, October 9, 2007 - Sonepar announces it is preparing an all cash offer to acquire all of the outstanding ordinary shares in Hagemeyer's N.V. ("Hagemeyer"), including any shares issued under the outstanding subordinated convertible bonds and existing employee share plans (the "Offer").

To that end, Sonepar has notified Hagemeyer yesterday evening of its intention to make the Offer and invited the Management Board and the Supervisory Board of Hagemeyer (collectively the "Boards") to a meeting to discuss the intended Offer and to explore whether the intended Offer could receive the support and recommendation from each of the Boards. Sonepar prefers such Offer to be supported and recommended by each of such Boards of Hagemeyer.

In view of an orderly market, Sonepar confirms that it has proposed an indicative price of EUR 4.25 in cash per ordinary share in the fully diluted share capital of Hagemeyer. The Offer will be subject to conditions customary for this type of transaction, waivable by Sonepar, including receipt of the requisite regulatory (anti-trust) approvals, no material adverse change and confirmatory due diligence. Sonepar has already secured underwriting by reputable banks for the full amount of the contemplated Offer.

Sonepar intends to combine the qualities of both Hagemeyer and Sonepar management and associates which will allow the new combination to make best use of such incremental forces and skills thus accelerating improvements, innovations and developments towards our customers and suppliers.

This is an announcement in accordance with section 9b(2) and section 9d(2) of the Dutch Securities Markets Decree (Besluit toezicht effectenverkeer 1995).


Sonepar Group is a worldwide technical solutions provider to electrical industry professionals. With 9.45 billion euros of turnover in 2006, and a double digit average growth for the last 20 years, Sonepar is now operating with more than 23 000 associates in 29 countries on four continents.

Sonepar is a family owned group, with strong corporate values, solid performances and balance sheet, and a decentralized structure which altogether have enabled the company to pursue a continuous steady growth, on a self- financed basis.

Founded in 1969 in France by the families Coisne and Lambert under the leadership of former airforce officer Henri Coisne, Sonepar grew rapidly thanks to the long term commitment of its shareholders and management, who share the common will to build a lasting and strongly developing professional company.

In 1982, through the acquisition of then equal size Dutch peer Otra NV, the group began to build its European dimension, and has pursued international expansion thereafter through targeted acquisitions in North and South America and Asia.

It is at the heart of a EUR 210 billion global market which covers increasing number of electrical applications and innovations , fast- changing product technologies, safety and energy savings solutions and the need for new services .Such accelerating sophistication and growing volumes call for further consolidation to serve efficiently market needs.

Forward-Looking Statements

This announcement includes certain "forward-looking statements". These statements are based on the current expectations of Sonepar and are naturally subject to uncertainty and changes and circumstances. Forward- looking statements include, without limitation, statements typically containing words such as "intends", "expects", "anticipates", "targets", "estimates" and words of similar import.

Press Contacts

Sonepar S.A., Communication

Att. : Ms. Claire Mialaret

Tel. + 33 1 58 44 13 03


Gavin Anderson & Co.

Att : Mr. Fabrice Baron

Tel. + 33 1 53 32 61 27


This information is provided by CompanynewsGroup

Contact Information