+33 (0) 7 57 81 50 60 florentaise@actifin.fr

CHARACTERISTICS OF THE SHARES

Name: Florentaise

Ticker: ALFLO

ISIN: FR001400GO75

Listing market: Euronext Growth® Paris

Indicative price range: between €9.44 and €12.76 per share offered

ELIGIBILITY

Eligible for PEA and PEA-PME equity savings plans *

*Reduction in income tax subject to conditions and up to the limits available. Interested parties should contact their financial advisor.
You can no longer subscribe to shares.

FINANCIAL INTERMEDIARIES

You can also contact your financial intermediary (bank, online broker, brokerage firm) directly by phone and indicate the ISIN and/or mnemonic codes attached to Florentaise as well as the number of shares you wish to acquire.

If your financial intermediary is one of the intermediaries below, click directly on the logo to access your account and the Florentaise IPO.

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INDICATIVE TIMETABLE FOR THE OPERATION

3 March
2023

AMF approval of the Registration Document
Press release announcing the IPO project

21 March
2023

Approval of the Prospectus by the AMF

22 March
2023

Start of the open-price offering and global placement

4 April
2023

Closing of the open-price offering at 5.00pm Paris time for OTC subscriptions and 8.00pm Paris time for online subscriptions

5 April
2023

Closing of the global placement at 12pm Paris time.
Distribution of the press release indicating the result of the Offering

11 April
2023

Settlement-delivery of the open-price offering and the global placement

12 April
2023

Start of trading on Euronext Growth® Paris
Start of possible stabilisation period

Terms

SHARE CAPITAL BEFORE THE ISSUE
Share capital of 635,680 euros, divided into 6,356,800 shares with a par value of €0.10 each.
CHARACTERISTICS OF THE SHARES
  • Name: Florentaise
  • Ticker: ALFLO
  • ISIN: FR001400GO75
  • Listing market: Euronext Growth® Paris
  • • ICB classification: 55201015 – Fertilizers

Eligible* for PEA and PEA-PME equity savings plans.

*Reduction in income tax subject to conditions and up to the limits available. Interested parties should contact their financial advisor.

INDICATIVE PRICE RANGE
Between €9.44 and €12.76 per share offered.

This information is provided for information purposes only and is in no way indicative of the price of the Offering, which may be set outside this indicative range.

NUMBER OF SHARES OFFERED
2,522,523 new shares to be issued in connection with a share capital increase by way of a public offering.

  • A maximum of 378,378 new additional shares in the event of full exercise of the extension clause ;
  • A maximum of 435,135 new additional shares in the event of full exercise of the overallotment option.
STRUCTURE OF THE OFFERING
An offering to the public in France in the form of an open-price offering, mainly intended for private individuals, where:

  • The orders will be broken down according to the number of shares requested: order fraction A1 (from 10 shares up to 200 shares) and order fraction A2 (over 200 shares);
  • The A1 order fractions will receive preferential treatment relative to the A2 order fractions in the event that all orders cannot be fully satisfied;

A global placement mainly intended for institutional investors comprising:

  • Placement in France; and
  • International private placement in certain countries, excluding in particular the United States of America, Japan, Canada and Australia.

If permitted by the request expressed under the OPO, the number of shares allocated in response to orders issued under the OPO will be at least equal to 10% of the number of shares offered under the Offering (before any exercise of the Extension Clause).

GROSS AMOUNT OF THE TRANSACTION
  • Approximately €28.0 million for 100% subscription of the capital increase (calculated on the basis of a price equal to the midpoint of the indicative range of the offering price, i.e. €11.10),
  • Around €32.2 million if there is full exercise of the extension clause (based on the midpoint of the offering’s indicative price range, i.e. €11.10).
  • Around €37.0 million if there is full exercise of the extension clause and the overallotment option (based on the midpoint of the offering’s indicative price range, i.e. €11.10).
SUBSCRIPTION COMMITMENTS
It is recalled that the family holding company (Floreasy) has undertaken to subscribe, without any price limit in relation to the indicative price range of the Offer, an amount of €12 million by way of debt compensation.
LOCK-UP AND HOLDING COMMITMENTS
  • Company’s lock-up agreement: 180 days
  • Lock-up agreement: 360 calendar days for Floreasy (holding company of the Company controlled by Jean-Pascal Chupin)
AVAILABILITY OF THE PROSPECTUS
Copies of the prospectus, approved by the AMF on 21 March 2023 under number 23-078, are available free of charge and upon request from the Company at the registered office of Florentaise (Le Grand Pâtis, 44850 Saint-Mars-du-Désert) and on the websites of the AMF (https://www.amf-france.org) et de Florentaise (https://investir.florentaise.fr/en). Approval of the Prospectus should not be considered a favourable opinion on the securities offered or admitted for trading on Euronext Growth®.
RISK FACTORS
Investors are encouraged to carefully consider Chapter 3, “Risk factors”, of this Transaction Memorandum and Chapter 3 of the Registration Document before making any investment decisions. The occurrence of all or part of these risks is likely to have a negative impact on the Company’s activities, situation, financial results or the achievement of its objectives, as well as on the market price of the Company’s shares once they are admitted to trading on Euronext Growth®.
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