Iliad Purple S.A.S. made an offer to acquire 59.8% stake in Play Communications S.A. (WSE:PLY) from Nationale-Nederlanden Powszechne Towarzystwo Emerytalne S.A. and other shareholders for PLN 5.9 billion on August 10, 2020. Iliad will acquire shares at an offer per share of PLN 39 in cash. In a related transaction, Iliad S.A. (ENXTPA:ILD), parent of Iliad Purple S.A.S, signed a binding agreement to acquire 40.2% stake in Play Communications S.A. from Kenbourne Invest S.A. and Tollerton Investments Limited for PLN 4 billion. The transaction will be financed with debt and available cash, with acquisition financing already secured with a pool of international banks. If Iliad acquires at least 95% but less than 100% of the shares in the tender offer, it may proceed with a mandatory squeeze out. The transaction is subject to obtaining clearance from the relevant regulatory authorities, approval by European Commission and competent Polish authority. The transaction has been unanimously approved by the Boards of Directors of Iliad S.A. and Play Communications. J.P. Morgan Securities plc stated that the consideration to be paid to the holders of shares of Play Communications in the proposed offer is fair, from a financial point of view, to such holders. EU antitrust regulators will decide by October 26, 2020 whether to clear the transaction or not. As on October 26, 2020, the transaction has received antitrust approval. The offer will remain open from October 19, 2020 till November 17, 2020. The acquisition will be accretive for Iliad's shareholders in terms of EPS from the very first year.

J.P. Morgan Securities plc acted as financial advisor and fairness opinion provider for Play Communications. Ian Bagshaw and Marc Israel of White & Case LLP (London Office), Guillaume Vitrich of White & Case LLP (Paris) and Marcin Studniarek, Rafal Kaminski, Jakub Gubanski and Grzegorz Jukiel of White & Case LLP (Warsaw Office) acted as legal advisors to Play Communications S.A. SG Corporate & Investment Banking acted as financial advisor for Iliad S.A, Julien Gayral, Yelena Trifounovitch, Olivier Assant, Florence Haas, Samuel Pariente, Aurélien Jolly and Laetitia Tombarello of Bredin Prat & Associes acted as legal advisor to Iliad Purple S.A.S. Marcin Olechowski, Agnieszka Fedor, Andrzej Motyka, Justyna Mlodzianowska, Witold Kurek, Karol Skibniewski, Slawomir Luczak, Krzysztof Kanton and Marta Kupczak-Strzelecka of So'tysi'ski Kawecki & Szl'zak and Arendt & Medernach SA acted as legal advisors to Iliad Purple S.A.S.