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Canon receives clearance from European Commission regarding the proposed acquisition of I.R.I.S. Group SA
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Louvain-La-Neuve, 19 February 2013 – Reference is made to the press release by Canon Europe dated 23 January 2013 in respect of the competition approval process after Canon filed a merger control notification with the European Commission on 14 January 2013.
On 18 February 2013, the European Commission unconditionally approved Canon's acquisition of I.R.I.S. Group SA. Following a first phase review, the Commission concluded that the transaction does not impede effective competition in the European Economic Area.
The approval of the European Commission represents an important step in the bid process as the approval of Canon’s acquisition of I.R.I.S. Group SA by the competition authorities during the initial phase of review was a condition precedent of the bid.
This condition now having been fulfilled, Canon will not extend the initial acceptance period after 20 March 2013 and no additional press release will be issued in this respect. In line with the prospectus, Canon is, however, entitled to reopen the bid if Canon and persons affiliated to it hold at least 85% but less than 90% of the shares in I.R.I.S .Group SA, or if the legal conditions are met for a mandatory reopening or a squeeze-out.
As Canon announced on 6 February 2013, the voluntary and conditional public takeover bid, via its subsidiary Canon Europa N.V., in cash for all shares, warrants and stock options of I.R.I.S. Group SA, opened on 6 February 2013 and the initial acceptance period under the offer will end on 20 March 2013.
Senior management at both companies are committed to successfully completing the process already underway to bring I.R.I.S. Group SA into the Canon Group.
Full details of the bid are covered in the offer prospectus and the memorandum in reply prepared by the board of directors of I.R.I.S. Group SA that are published on the website of I.R.I.S. Group (www.iriscorporate.com) and of ING Belgium (www.ing.be). The prospectus can also be sent without charge upon request by telephone from ING Belgium SA/NV at +32 2 464 60 02 (French) or at +32 2 464 60 04 (English).
The prospectus and the memorandum in reply, which have both been approved by the FSMA on 5 February 2013, are also available on the FSMA website at: http://www.fsma.be/fr/Supervision/fm/oa/ooa/ProspectusOPA.aspx
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| Notes to Editors: |
Prospectus Availability:
Online
The prospectus (including the acceptance form and the memorandum in reply) is available in English on the website of ING Belgium SA/NV on:
http://www.ing.be/en/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions
It is also available in French on the website of ING Belgium SA/NV at:
http://www.ing.be/fr/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions
The prospectus is also available in English and in French on the I.R.I.S. Group website at:
http://www.iriscorporate.com/c2-151-17/Prospectus.aspx
Further, the summary of the prospectus is also available in Dutch on the website of ING Belgium SA/NV at:
https://www.ing.be/nl/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LANGUAGE_NL
By Phone
The prospectus can also be sent without charge upon request by telephone from ING Belgium SA/NV at +32 2 464 60 02 (French) or at +32 2 464 60 04 (English).
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| About I.R.I.S. Group |
I.R.I.S.’ mission is to increase our customers’ productivity and knowledge through helping them better manage their documents, data and information. I.R.I.S. Products & Technologies develops technologies and products for Intelligent Document Recognition and markets its portfolio on a worldwide basis through strong partnerships. I.R.I.S. Professional Solutions enables companies and administrations to find in one company the innovative expertise and hightech solutions to efficiently manage documents, information flows and IT infrastructure. I.R.I.S. has more than 500 employees based in Louvain-la-Neuve, Vilvoorde and Brasschaat (Belgium), Orly (France), Windhof (Luxemburg), Amstelveen and Meerssen (The Netherlands), Aachen (Germany), Delray Beach (USA), Hong‐Kong (China) ), Copenhagen (Denmark) and Oslo (Norway). www.iriscorporate.com
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| Media Enquiries, please contact: |
Denis Hermesse
CFO
I.R.I.S.
Tel: +32 (0) 10 487 460
Email: [email protected]
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Forward Looking Statements
This press release contains forward-looking statements with respect to the business, financial condition, and results of operations of I.R.I.S. and its affiliates. These statements are based on the current expectations or beliefs of I.R.I.S.'s management and are subject to a number of risks and uncertainties that could cause actual results or performance of the Company to differ materially from those contemplated in such forward looking statements. These risks and uncertainties relate to changes in technology and market requirements, the company’s concentration on one industry, decline in demand for the company’s products and solutions, inability to timely develop and introduce new technologies, products and applications, and loss of market share and pressure on pricing resulting from competition which could cause the actual results or performance of the company to differ materially from those contemplated in such forward-looking statements. I.R.I.S. undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.
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