On 22 January 2024, La Française des Jeux SA (“FDJ”), announced a recommended public offer to the holders of Swedish Depository Receipts (the “SDRs”) in Kindred Group plc (together with its subsidiaries “Kindred” or the “Company”) to tender all their SDRs in Kindred at a price of SEK 130 in cash per SDR (the “Offer”).

The SDRs in Kindred are admitted to trading on Nasdaq Stockholm, Large Cap. For the sake of simplicity and because each SDR represents a share in Kindred, the SDRs will also be referred to as “Shares” and the holders as “shareholders”.

The Board of Directors of Kindred unanimously recommends that the Company’s shareholders accept the Offer. The recommendation is supported by a fairness opinion provided by Jefferies International GmbH.

The Company’s shareholders, Corvex Management LP, Premier Investissement SAS, Eminence Capital, Veralda Investment and Nordea, representing in aggregate approximately 27.9 percent of the outstanding Shares in Kindred, have irrevocably undertaken to accept the Offer.

The Offer price of SEK 130 in cash per SDR represents a premium of:

• approximately 24.4 percent compared to the closing share price of SEK 104.50 of Kindred’s Shares on Nasdaq Stockholm on 19 January 2024, which was the last trading day prior to the announcement of the Offer;
• approximately 34.9 percent compared to the volume-weighted average trading price of SEK 96.34 of Kindred’s Shares on Nasdaq Stockholm during the last 30 trading days prior to the announcement of the Offer; and
• approximately 36.3 percent compared to the volume-weighted average trading price of SEK 95.35 of Kindred’s Shares on Nasdaq Stockholm during the last 90 trading days prior to the announcement of the Offer.

“I am pleased to announce today the proposed acquisition of Kindred. Fully aligned with our strategy, it will give the Group a diversified and balanced profile, based on several pillars: the monopoly activities, mainly the lottery, on our French historical market and, since November, in Ireland, with the acquisition of the Irish lottery operator PLI; and online sports betting and gaming activities open to competition in Europe. In this market, Kindred is one of the leading operators, combining strong brands, best-in-class technology platforms, an attractive growth profile and a committed approach to responsible gaming. Given their respective histories, strategic strengths and core values, FDJ and Kindred are highly complementary, and I will be delighted to welcome Kindred's management team and many talented individuals into the combined Group following this transaction. The combination will result in a stronger strategic positioning and significant value creation for the benefit of our shareholders and broader stakeholders.”

Stéphane PallezChairwoman and CEO of FDJ Group