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Canon Plans to Acquire I.R.I.S. Group

Friday, September 21, 2012

Press release from the issuing company

Canon intends to acquire all shares, warrants and stock options of I.R.I.S. Group through an all cash public tender offer

Canon, world-leader in imaging solutions, today announced the intention to launch, via its subsidiary Canon Europa N.V., a voluntary and conditional public takeover bid in cash for all shares, warrants and stock options of I.R.I.S. Group SA. The bid relates to all shares (including treasury shares) issued by I.R.I.S. Group SA, which are not held by Canon Europa N.V. The bid offers a price of EUR 44.50 per share, and the price for warrants and stock options have been determined in conformity with market practices.

Canon already has a close strategic partnership with I.R.I.S. Group, developed over a number of years, which was strengthened in July 2009 when Canon acquired a 17% stake in the company.

Bringing I.R.I.S. Group into the Canon Group will allow both companies to cooperate more closely in developing a range of technology solutions to be able to better serve their customers in the business environment.  The bid is part of Canon's plan to further develop its long standing strategy to offer its customers end-to-end office solutions that complement its current world class solutions portfolio and to develop a more consultancy based sales approach.

Rokus van Iperen, President & CEO, Canon Europe, Middle East and Africa, explains: "We are excited about this new phase in our relationship with I.R.I.S. Group and looking forward to bringing such a talented and innovative company into the Canon Group.  Canon has identified business solutions and professional services as important focus areas for future growth and we believe this investment will bring long term opportunities to build on our success in the solutions and consultancy businesses to date.  We will be working closely with I.R.I.S. Group, as a stand-alone company, to deliver more advanced solutions and services and greater customer value."

Pierre de Muelenaere, CEO, I.R.I.S. Group, comments: "We are very pleased to have reached this important milestone for I.R.I.S. Group, and proud that Canon intends to bring our company within the Canon group.  The entire board of I.R.I.S. Group fully supports this bid and we are committed to making this transition a success, which we believe will be to the benefit of our customers and all our stakeholders."

Full details of the bid will be covered in the offer prospectus and the memorandum in reply prepared by the board of I.R.I.S. Group that will be published on the website of I.R.I.S. Group and of ING Belgium following approval thereof by the FSMA, the Belgian financial markets regulator.  The prospectus will be also available free of charge by telephone from ING Belgium at+32 2 464.60.02 (French) or +32 2 464 60 04 (English).  Reference is also made to the official announcement of the bid made by the FSMA on its website for further details on the bid.


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