Gemalto spells out its position following Wavecom’s publication of general shareholders’ meeting resolutions
Meudon, France, Dec 1, 2008–Gemalto (Euronext NL0000400653 – GTO), the world leader in digital security, has informed the French Financial Markets Authority (AMF) of its intent to withdraw its offer for Wavecom or to adjust the terms of its offer if the resolutions submitted to the Wavecom general shareholders meeting of 8 December 2008 are adopted, in accordance with Article 232–11 of the AMF General Regulations.
Gemalto considers that the possibility of issuing poison pills without consideration, or allocating dual voting rights to certain shareholders, alters Wavecom’s substance, enabling Gemalto to withdraw its offer.
Gemalto also considers that granting authorization to Wavecom’s board of directors to increase its share capital, or pay an exceptional dividend, entitles Gemalto to adjust the economic terms of its offer.
Any withdrawal of or change to the terms of the offer would become effective only once approved by the AMF. This would result also in the parallel withdrawal of or change to the U.S. offer.
Gemalto (Euronext NL 0000400653 GTO) is the leader in digital security with pro forma 2007 annual revenues of over €1.6 billion, more than 85 offices in 40 countries and about 10,000 employees including 1,300 R&D engineers.
In a world where the digital revolution is increasingly transforming our lives, Gemalto’s solutions are designed to make personal digital interactions more convenient, secure and enjoyable.
Gemalto provides end-to-end digital security solutions, from the development of software applications through design and production of secure personal devices such as smart cards, SIMs, e-passports, and tokens to the deployment of managed services for its customers.
More than a billion people worldwide use the company’s products and services for telecommunications, financial services, e-government, identity management, multimedia content, digital rights management, IT security, mass transit and many other applications.
As the use of Gemalto’s software and secure devices increases with the number of people interacting in the digital and wireless world, the company is poised to thrive over the coming years.
For more information please visit http://www.gemalto.com.
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