Shareholders who hold both nominative shares and dematerialised shares and who wish to tender both forms of shares in the buyback offer (the Offer) have two options to do so.
As a first option, those shareholders can tender each form of Shares separately in the Offer, by submitting the Acceptance Form (Type A) to ING Belgium NV/SA (the Centralising Receiving Agent) for the tender of their nominative shares (see “Tender process for shareholders holding Nominative Shares”) and by instructing the financial institution with which they hold their securities account for the tender of their dematerialised shares (see “Tender process for shareholders holding Dematerialised Shares”).
Alternatively, as a second option, those shareholders can submit to the Centralising Receiving Agent a combined Acceptance Form (type B), which will enable their entire relevant shareholding to be taken into account as a whole when determining the allocation of the available buyback capacity. In that case, shareholders must:
- submit the completed and signed acceptance form for nominative and dematerialised shares (type B) (Acceptance Form (Type B)) to ING Belgium NV/SA no later than 5 February 2024, 4.00 p.m. CET at the following email address: be-lfm.coa.spa@ing.be; and
- instruct the financial institution with which they hold their securities account to transfer the relevant number of dematerialised shares directly from their securities account to the Centralising Receiving Agent to the benefit of Sibelco.
Natural persons tendering their nominative shares via Acceptance Form (Type B) must enclose with their acceptance form a copy of their identity card or passport (front and back) containing a specimen signature.
Natural persons and legal entities tendering their dematerialised shares via Acceptance Form (Type B) must (also) enclose with their acceptance form a certificate from their financial institution(s) with which they hold their securities account, stating the number of shares they hold on such securities account(s) on the Record Date (19 January 2024).
Namely, a shareholder will only be able to tender shares to the Offer which are owned by such shareholder on 19 January 2024 (the Record Date). This means that a nominative shareholder that wishes to participate in the Offer with its nominative shares must be registered in Sibelco’s share register on the Record Date for minimum the number of nominative shares it wishes to tender in the Offer. A dematerialised shareholder that wishes to participate in Offer with its dematerialised shares must present a bank certificate evidencing that it holds on the Record Date at a minimum the number of dematerialised shares it wishes to tender in the Offer.
More information on the acceptance of the Offer can be found in the Letter to nominative shareholders in English, Dutch and French.
For a full description of the acceptance of the Offer, reference is made to Section 4.7.4 of the Prospectus.