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HAL Signs Loan Agreements to Fund Safilo’s Acquisition of Polaroid Eyewear Business

November 21, 2011 12:25 AM

PADUA, Italy—Following the signing of the acquisition agreement to acquire the Polaroid Eyewear business from StyleMark, which VMail reported last Thursday, Safilo Group www.safilo.com (SFL.MI) and Multibrands Italy B.V., controlled by HAL Holding N.V., have signed a loan agreement and an investment and underwriting agreement whereby Multibrands Italy B.V. will grant Safilo Group the financial support to partially fund the acquisition.

“We welcome the commitment demonstrated by our shareholder HAL which will allow Safilo Group to maintain substantially unaltered the improved level of consolidated financial leverage reached during the last year,” said Roberto Vedovotto, CEO of Safilo Group.

As previously reported, the main terms and conditions of the loan agreement and investment and underwriting agreement where Multibrands Italy B.V. provides Safilo Group with the financial support for the acquisition amounting to at least two thirds of the purchase price for the acquisition of the Polaroid Eyewear business, will be funded as follows:

• Multibrands Italy B.V. will provide a loan to Safilo Group, in the days immediately preceding the completion of the acquisition, for an amount of approximately €44 million, to pay a portion of the purchase price of the Polaroid Eyewear business.

• Conditional upon the completion of the acquisition transaction and the approval of the reserved capital increase by its shareholders, Multibrands Italy B.V. would commit to underwrite and pay a reserved capital increase to Safilo Group approximately equal to €44 million, through credit deriving from the above mentioned loan.

The residual portion of the purchase price for the acquisition transaction, approximately equal to a maximum of €21 million, will be financed by Safilo, through already available cash and/or credit facilities.

According to Safilo, the transaction executed with Multibrands Italy B.V. for the financial support of the acquisition of the Polaroid Eyewear business represents a “transaction with related parties of greater importance” pursuant to the regulation approved with CONSOB (resolution no. 17221 dated March 12, 2010), Italy’s official body for regulating and supervising companies and stock exchanges, and, therefore, all the requirements provided by the regulation entity itself.
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