Adecco Group AG (SWX:ADEN) reached an agreement to acquire an additional 59.9% stake in AKKA Technologies SE (ENXTPA:AKA) from Swilux SA and Ricci family for approximately €920 million on July 28, 2021. Adecco Group AG will acquire shares at €49 per share. The Adecco Group intends to finance this transaction mainly through approximately €1 billion new senior bonds, a new €500 million hybrid bond and through the placing of new ordinary shares from authorized capital to raise gross proceeds of up to €350 million, inclusive of the new ordinary shares to be received by Mauro Ricci and Jean-Franck Ricci. Mauro Ricci and Jean-Franck Ricci will receive €42 per share in cash and €7 per share in share equivalent of new Adecco Group shares. The Adecco Group has fully secured a €1.0 billion bridge financing for this transaction. As of September 8, 2021, Adecco Group has successfully raised approximately €232.29 million through the placement of 5.1 million New Shares. Subject to closing of this transaction, Adecco Group AG will launch a mandatory tender offer for remaining stake at €49 per share. Adecco Group AG intends to combine AKKA Technologies with Modis. Jan Gupta appointed President-elect of combined business. Mauro Ricci to be appointed as Special Advisor to the Chief Executive Officer of the Adecco Group and Jean-Franck Ricci to be appointed as Chairman of the Customer Advisory Board of the AKKA Technologies & Modis combined business.

Completion is subject to obtaining all regulatory approvals. The Board of AKKA Technologies has undertaken to unanimously recommend the offer. As of December 13, 2021, The European Commission has unconditionally approved the transaction. The transaction will provide earning per share accretion in year one and be ECA positive in year three. Société Générale Société anonyme (ENXTPA:GLE) and Credit Suisse AG acted as financial advisors and Olivier de Vilmorin, Arnaud Berdou, Presley L. Warner, Nicolas de Boynes, Konstantin Technau, Michael Rosenthal, Eric H. Queen and Bradley P. Smith of Sullivan & Cromwell LLP, Marieke Wyckaert, Joris De Wolf, Anouk Kerkhofs and Christophe Janssens of Eubelius and Bratschi Ltd. acted as legal advisors to Adecco Group. David Ballegeer, Arnaud Coibion, Thierry L'Homme, Annamaria Mangiaracina and Neil Hoolihan of Linklaters LLP (Belgium) acted as legal advisors to AKKA Technologies.

Adecco Group AG (SWX:ADEN) completed the acquisition of additional 59.9% stake in AKKA Technologies SE (ENXTPA:AKA) from Swilux SA and Ricci family on February 24, 2022. The Adecco Group now owns 64.72% stake in AKKA Technologies. As part of the consideration for the sale of their shares in AKKA Technologies, Mauro Ricci and Jean-Franck Ricci will receive 1,626,772 newly created ordinary shares of Adecco Group AG with a lock-up period of 24 months. Jan Gupta, appointed President of AKKA Group Executive Committee, Dominique Cerutti appointed Senior Advisor to Jan and the future business unit. Jan Gupta has been appointed Chairman of the Board of Directors. Changes to the Board of Directors reflect the changes in the shareholding of the Company. The Adecco Group will launch a Mandatory Tender Offer in Belgium and France for the remaining AKKA Technologies securities, at €49 per share in cash, and €100,000 plus accrued interest per convertible bond.