Essilor shareholders vote overwhelmingly in favour of fusion with Luxottica

An overwhelming majority of the shareholders of Essilor, the world number one in ophthalmic optics, have approved the proposed merger with Luxottica, world leader in eyeglasses frames, creating an integrated world optics giant.

The shareholders, who met for Essilor's AGM in Paris, have approved a series of resolutions linked to the merger with sweeping majorities, ranging between 95% and 99%.

The merger between the French and Italian groups was announced last January, and the shareholders' approval was crucial for the operation to be finalised by the end of the year, as per schedule.

The new corporate entity will be called EssilorLuxottica, and will be worth approximately €16 billion in annual revenue, with a stock market capitalisation in excess of €50 billion.

Essilor's CEO Hubert Sagnières hailed this as a "historic moment" for the group. "We are about to re-enact, to the power of ten thousand, the merger between Essel and Silor," which in 1972 gave rise to the Essilor group, he added speaking at the AGM.

Essilor and Luxottica are "two highly successful companies, each with its own history and roots. They could have continued along their corporate routes in parallel, but lenses and frames are made to function together," said Hubert Sagnières, as Luxottica's founder and patron, Leonardo Del Vecchio, looked on. Del Vecchio had a front-row seat at the AGM, but did not address the meeting.

Luxottica develops, produces and distributes eyewear under licence for some twenty fashion labels such as Chanel, Prada, Dolce & Gabbana and Ralph Lauren, as well as being the owner of brands like Ray-Ban, Persol and Oakley.

For the merger to be finalised, several more steps still need to be taken, especially with regards to the approval by the relevant antitrust regulatory authorities. Obtaining the approval "will require a lot of effort, work and time, but we aren't particularly worried," said Laurent Vacherot, Deputy Managing Director of Essilor.

Pending the approval, the Delfin holding company, owned by Leonardo Del Vecchio and his family, will transfer all the Luxottica shares it holds, equivalent to a 62.55% stake in the Italian group's capital, in exchange for new shares issued by Essilor.

Once the transaction will be finalised, Delfin will hold 38% of EssilorLuxottica's capital and voting rights, a stake which will then have to be brought down to 31% after a share swap offer by Essilor for the remaining shares.

Translated by Nicola Mira

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