Société Anonyme Belge de Constructions Aéronautiques SA/NV (“SABCA”) announces that it was informed that Dassault Belgique Aviation SA (“DBA”) has reached an agreement pursuant to which it will sell its entire 96.85% shareholding in SABCA to a new joint venture company to be established by Sabena Aerospace SA (“Sabena”) and Société Fédérale de Participations et Investissements – Federale Participatie- en Investeringsmaatschappij SA/NV (“SFPI/FPIM”), for a total consideration of 74,571,676.67 euros (i.e., EUR 32.0833 per share) (the “Transaction”).

The Transaction is subject to merger control approval and is currently anticipated to close at the end of SABCA’s second quarter 2020. Sabena and SPFI/FPIM will keep the market informed of the fulfilment of this condition precedent (or the decision of a competent authority not to grant such merger clearance).

Upon completion of the Transaction, the new joint venture company will hold 96.85% of the shares in SABCA. The Transaction will be followed by a mandatory public takeover bid by the new joint venture company on the remaining shares in SABCA (in accordance with article 5 of the law dated 1 April 2007 on public takeovers).

Commenting on the Transaction, T. Jongen, Chairman & CEO of SABCA group, said: “I want to thank Dassault Group, our long-term majority shareholder, for having taken care of SABCA’s future all the way through this process and until the end. We are very happy with the new shareholders, who are genuinely interested in supporting the growth and development potential of SABCA as a major actor in the Belgian aerospace industry. This offers a very exciting perspective for the future of SABCA, as the profile of the new shareholders fits perfectly our needs for accelerating and intensifying the deployment of our strategic transformation plan initiated a few years ago. The new constellation creates a true aerospace leader in Belgium, with a strong position in Civil Aviation, Defense and Space. The shared technical knowledge, expertise and market position will undoubtedly strengthen our activities as the companies will benefit from strong commercial and financial synergies to accelerate and intensify their development as leaders in their markets.”

DBA, Sabena and SFPI/FPIM have issued a joint press release with respect to the Transaction, which is attached hereto as Annex A. For further information on the potential mandatory public takeover bid, reference is made to that press release.

The SABCA Group conducts operations from the three Belgian regions (Brussels Capital Region, Charleroi in Wallonia, and Lummen in Flanders), as well as from Casablanca, Morocco. Today, SABCA benefits from a large palette of expertise, built over its 100 years of experience in designing, manufacturing, maintaining, and upgrading large and complex elements for aircraft and space launchers. Its customers and partners belong to the elite of the aerospace industry. SABCA offers a full range of services to the civil, space and military aviation markets and recently expanded into the commercial Unmanned Autonomous Systems market as an integrator of aerospace-grade solutions for the industry.