Thales and Gemalto create a world leader in digital security

02 April 2019

- €51 offerprice, representing a premium of 57% over the closing price as of 8 December 2017
- All-cash offer unanimously recommended by Gemalto’s Board of Directors and unanimously approved by Thales’s Board of Directors
- Creation of aglobal market leader in the fast-growing digital security market, supporting the most demanding clients in their digital transformation
- Thales to combine its digital assets with Gemalto, within a new Global Business Unit

Thales and Gemalto announce today that they have reached an agreement (the “Merger Agreement”) on a recommended all-cash offer for all issued and outstanding ordinary shares of Gemalto, for a price of €51 per share cum dividend.

Patrice Caine, Thales’s Chairman and Chief Executive Officer, commented: “The acquisition of Gemalto marks a key milestone in the implementation of Thales’s strategy. Together with Gemalto’s management,we have big ambitions based on a shared vision of the digital transformation of our industries and customers. Our project will be beneficial to innovation and employment, whilst respecting sovereign strategic technologies. We have a tremendous respect for Gemalto’s technological achievements, and ourtwo Groups share the same culture and DNA. I would like to personally thank Gemalto’s management and Board of Directors for their unanimous support and I welcome warmly Gemalto’s 15,000 employees to ourGroup. By combining our talents, Thales and Gemalto are creating a global leader in digital security. ”

Philippe Vallée, Gemalto’s Chief Executive Officer, added: “I am convinced that the combination with Thales is the best and the most promising option for Gemalto and the most positive outcome for our Company, employees, clients, shareholders and other stakeholders. We share the same values and Gemalto will be able to pursue its strategy, accelerate its development and deliver its digital securityvision, as part of Thales.”

Alex Mandl, Chairman of Gemalto’s Board of Directors, stated: “The Board of Directors, after full and careful review, together with its financial and legal advisors, of the various options available to the Company, has established unanimously that the Thales offer is in the best interests of Gemalto and all its stakeholders. As a result, the Gemalto Board of Directors unanimously recommends the Thales offer to itsshareholders.”

Full press release available: https://www.thalesgroup.com/en/worldwide/press-release/thales-and-gemalto-create-world-leader-digital-security 

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Thales & Gemalto
Tuesday, April 2, 2019

- €51 offerprice, representing a premium of 57% over the closing price as of 8 December 2017
- All-cash offer unanimously recommended by Gemalto’s Board of Directors and unanimously approved by Thales’s Board of Directors
- Creation of aglobal market leader in the fast-growing digital security market, supporting the most demanding clients in their digital transformation
- Thales to combine its digital assets with Gemalto, within a new Global Business Unit