Paris – 20 November 2024, at 20.00 CET


CD&R and Permira announce they have obtained all regulatory clearances necessary for the
closing of the proposed acquisition of a majority stake in Exclusive Networks and the
subsequent launch of a simplified tender offer


On 24 July 2024, CD&R and Everest UK HoldCo Limited, an entity controlled by the Permira funds and
the majority shareholder of Exclusive Networks, announced the formation of a consortium with Olivier
Breittmayer, the founder of Exclusive Networks, (together, the “Consortium”) for the purpose of
acquiring (directly or indirectly, by way of sales and contributions), through a dedicated entity
(“BidCo”), the shares of Exclusive Networks held by Everest UK HoldCo Limited and Olivier Breittmayer.
This stake represents 66.7% of the share capital and 66.7% of the theoretical voting rights of Exclusive
Networks 1. The offer price stands at €18.96 per share following payment of the exceptional
distribution of €5.29 per share (the “Exceptional Distribution” and the “Acquisitions”).
CD&R and Everest UK HoldCo Limited announce today that they have received the last regulatory
clearance necessary for the closing of the Acquisitions and the subsequent launching of a simplified
mandatory tender offer for the remaining shares of Exclusive Networks.
The completion of the Acquisitions remains subject to the payment of the Exceptional Distribution
approved by the shareholders’ general meeting of Exclusive Networks held on 31 October 2024.
Exclusive Networks will issue a press release to inform the market of the payment date of the
Exceptional Distribution in due course.
Shortly after the payment of the Exceptional Distribution and the subsequent closing of the
Acquisitions, BidCo will launch a simplified mandatory tender offer on the remaining shares of
Exclusive Networks at a price of €18.96 per share (ex- Exceptional Distribution of €5.29 per share
attached) (the “Offer”). BidCo will subsequently request the implementation of a squeeze-out if the
legal conditions are met at the end of the Offer.
Subject to the closing of the Acquisitions and, following the filing of the Offer, obtaining the AMF’s
clearance of the Offer, it is currently envisaged that the Offer may be opened in January or February
2025.
It is reminded that, on July 23, 2024, the Board of Directors of Exclusive Networks unanimously
welcomed the Offer without prejudice to the reasoned opinion to be issued by the Board following
receipt of the fairness opinion from Finexsi, appointed as independent expert.


-ENDS-




This press release has been prepared for information purposes only. It does not constitute an offer
to purchase or a solicitation to sell Exclusive Networks shares in any country, including France. There
is no certainty that the simplified tender offer mentioned above will be filed or opened. The
dissemination, publication or distribution of this press release may be subject to specific regulations


1
Based on a total number of theoretical voting rights as of 31 October 2024 of 91,670,286.
or restrictions in certain countries. Accordingly, persons in possession of this press release are
required to inform themselves about and to comply with any local restrictions that may apply.




Contact information:


The Consortium:
Teneo
ExclusiveNetworks@teneo.com

UK
Rob Yates
+44 (0)7715 375443

France
Alexandre Dechaux
+33 6 17 96 61 41

CD&R
Emma Chandra
echandra@cdrllp.com
+44 (0)7518 352758
Permira
Vanessa Maydon / James Williams
media@permira.com


About CD&R
Founded in 1978, CD&R is a leading private investment firm with a strategy of generating strong
investment returns by building more robust and sustainable businesses through the combination of
skilled investment experience and deep operating capabilities. In partnership with the management
teams of its portfolio companies, CD&R takes a long-term view of value creation and emphasizes
positive stewardship and impact. The firm invests in businesses that span a broad range of industries,
including industrial, healthcare, consumer, technology and financial services end markets. CD&R is
privately owned by its partners and has offices in New York and London. For more information, please
visit www.cdr-inc.com and follow the firm's activities through LinkedIn and @CDRBuilds on X/Twitter.]


About Permira
Permira is a global investment firm that backs successful businesses with growth ambitions. Founded
in 1985, the firm advises funds across two core asset classes, private equity and credit, with total
committed capital of approximately €80bn.
The Permira private equity funds make both long-term majority (Buyout) and minority (Growth Equity)
investments in five key sectors: Technology, Consumer, Healthcare, Services and Climate. The Permira



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credit funds have provided businesses with flexible financing solutions across both Private and Liquid
Credit products for nearly 20 years.
The Permira funds have an extensive track record in technology investing, having invested more than
$23 billion in c.80 companies across enterprise cloud adoption, cybersecurity, SaaS, fintech, digital
commerce and online marketplaces. The Permira funds have previously supported and helped scale
some of the largest and fastest-growing technology businesses globally, including, Genesys,
TeamViewer, Zendesk, McAfee, Mimecast, Carta, G2, Sysdig, Sonar, Mirakl and others.
Permira employs over 500 people in 16 offices across Europe, the United States and Asia. For more
information, visit www.permira.com or follow us on LinkedIn.




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