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Essilor, Luxottica merger progresses
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Essilor’s board of directors signed the draft contribution agreements that relate to the transfer by Essilor International of substantially all of its activities and shareholders to its fully owned subsidiary, Delamare Sovra, to be renamed Essilor International.
In addition, Delfin will contribute all of its shares in Luxottica in exchange for new shares issued by Essilor, based on an exchange ratio of 0.461 Essilor share for one Luxottica share, according to an Essilor press release.
Essilor, which is acquiring the Luxottica shares and will be renamed EssilorLuxottica, will be listed on Euronet Paris and will retain its registered office in France, and the management structures and teams will be based in France.
The board also approved draft resolutions relating to the proposed combination of Essilor International and Luxottica to be submitted for approval at the general shareholders’ meeting on May 11. In addition, they named the directors who would, subject to shareholder approval, sit on the board for EssilorLuxottica. The eight members appointed by Delfin would include Leonardo Del Vecchio, executive chairman and CEO of EssilorLuxottica; the eight members appointed by Essilor International would include Hubert Sagnières, executive vice-chairman and deputy CEO of Essilor Luxottica; and Sagnières would also serve as chairman and CEO of Essilor International.