LEPERMISLIBRE Lepermislibre: Lepermislibre announces the launch of its IPO on the Euronext Growth® market in Paris
Directive transparence : information réglementée
25/01/2023 07:30
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Lepermislibre
Press release
Lyon, 25 January 2023 Lepermislibre announces the launch of its IPO on the Euronext Growth® market in Paris
Lepermislibre, a pioneering online driving school in France, announces the launch of its IPO on the Euronext Growth® market in Paris (ISIN code: FR001400F2Z1 – Ticker: ALLPL). On 24 January 2023, the French financial markets authority (Autorité des Marchés Financiers - AMF) approved the Prospectus under number 23-023, comprising the Registration Document, approved on 13 January 2023 under number I.23-001, a Transaction Memorandum and the Prospectus Summary (included in the Transaction Memorandum and appended to this press release). The number 1 exam taken in France is going digital, driven by a favourable regulatory framework More than 1.2 million people take their driving test every year[2], representing a market worth around €2.2 billion in France[3], and making it the leading exam taken, ahead of the French baccalaureate exams that students sit at age 18. A driving licence is reckoned to be essential by 86% of young people (aged 18 to 26)[4], as it represents a passport to employment, social and economic inclusion, and autonomy and independence for the holder. Gradually rolled out from 2021, a new push was launched in 2023 to make the RDVPermis available throughout France. This transformation will constitute a new growth driver for Lepermislibre, already confirmed as being on a trajectory of development and expanding market share. A pure player in online driving schools, the leading French player in the market The great flexibility of driving training is also popular with candidates, with unprecedented freedom to schedule driving lesson time, 7 days a week from 6 a.m. to 11 p.m. in more than 500 towns and cities in France and 1,480 meeting points, releasing learners from the constraints of time and place. These benefits, combined with a price 30% lower than a traditional driving school[7], have already attracted more than 360,000 candidates registered on the platform since start-up to follow theory and practical driving training[8]. In 2021 alone, 110,000 candidates took lessons, an increase of 44% compared to 2020. A development model rooted in technology Optimisation of the candidate experience, improvement in driving training, maximisation of instructor throughput, automated booking of slots, leveraging data – Lepermislibre’s IT teams are developing new services and systems with the aim of delivering ever greater value to candidates and instructors: unlimited online theory training, virtual reality videos, geolocation, rating of instructors by candidates, online progress tracking, algorithmic prediction of test success, etc. As at 30 June 2022, more than 40% of employees were working in IT and data roles. A seven-fold increase in revenue between 2019 and 2021 and greater investment in 2022 in preparation for acceleration in growth Illustrating the success of its business model, Lepermislibre has experienced strong growth over recent years. In the space of three years, its revenue has increased seven-fold, solely through organic growth, as confirmed by its reported 2021 sales of €12.2 million, which were up 185% on the previous financial year. In 2022, to seize all the opportunities offered by a considerable market still to be conquered, the regulatory framework of which is evolving favourably, and with barriers to entry that leave little room for new entrants, Lepermislibre decided to make the effort to increase its investments:
A proactive approach to corporate social responsibility Beyond financial performance, Lepermislibre has adopted a proactive approach to corporate social responsibility (CSR). Its commitment is shown in the rating of 56/100 issued in August 2022 by the extra-financial rating agency EthiFinance, a level described as “advanced”. With this rating, Lepermislibre is over 35 points ahead of the average benchmark of comparable size and sector companies. A clear roadmap for acceleration To reach it, Lepermislibre intends to pursue an aggressive strategy focused on three key strategy areas:
This aggressive strategy should enable Lepermislibre to make an operating profit (EBITDA) at the end of 2024 (vs. a loss of €557k at the end of 2021), and to achieve revenue of between €45 million and €50 million from 2025, with a gross margin topping 30% (vs. 33% in 2021). This equates to a weighted average growth rate of approximately 40% a year between 2021 and 2025. Over and above these financial ambitions, our long-term goal is to build the leading French market player in online driving training. An IPO on Euronext Growth Paris to underpin growth Lepermislibre's planned IPO on Euronext Growth® Paris aims to provide the Company with the additional financial resources required to implement the key strands of its development strategy so that it can step up growth and reach its targets. As such, the net proceeds from the funds raised under the Offer of approximately €8 million, i.e. net proceeds of approximately €7 million (based on full subscription and before exercise of the extension clause and over-allotment option), which may be raised to around €10.6 million (after exercise of the extension clause and the over-allotment option), will be allocated as follows:
Subscription commitments of €5.3 million Lepermislibre received subscription commitments for a total of €5.3 million, representing approximately 66% of the base deal, including:
Eligibility of the securities for PEA equity savings plans, PEA-PME plans, income tax reduction and the provisions of Article 150-0 B ter of the French General Tax Code Lepermislibre confirms that it complies with the eligibility criteria for “PME-ETI” equity savings plans specified by the provisions of Articles L. 221-32-2 and D.221-113-5 et seq. of the French Monetary and Financial Code. Lepermislibre shares can therefore be fully integrated into PEA plans and “PME-ETI” plans and benefit from the corresponding tax benefits. The Company also confirms that it complies with the eligibility criteria for income tax reduction of 25% in relation to investments in SMEs. Lepermislibre has been awarded the “Innovative Company” label by Bpifrance. The Company is eligible for the provisions of Article 150-0 B ter of the French General Tax Code, under which persons having sold securities tendered are allowed within three years of said tender to benefit from the continuation of the tax deferral in the event of a subscription in cash. A summary of the tax regime that may apply is described in the Transaction Memorandum (refer to section 4.1.9). The persons concerned are invited to consult their usual tax advisor about the taxation applicable to their particular case, in particular regarding the subscription, acquisition, holding and disposal of Lepermislibre shares. Availability of the Prospectus The Prospectus approved by the Autorité des Marchés Financiers (AMF) on 24 January 2023 under number 23-023, consisting of the Registration Document approved by the AMF on 13 January 2023 under number I.23-001, the Transaction Memorandum and the Prospectus Summary (included in the Transaction Memorandum), is available free of charge and upon request from the Company (29, avenue Joannes Masset, 69009 Lyon) and on the websites of the company (https://investir.lepermislibre.fr) and the AMF (https://www.amf-france.org). Risk factors The approval of the Prospectus should not be considered as a favourable opinion on the securities offered. Investors should be aware of the risk factors mentioned in Chapter 3 "Risk Factors" of the Registration Document and in Chapter 3 "Market risk factors that may significantly affect the securities offered" of the Transaction Memorandum. Financial intermediaries and advisers
Information on the planned IPO can be found at: https://investir.lepermislibre.fr
MAIN TERMS OF THE TRANSACTION PROVISIONAL TIMETABLE
SHARE CAPITAL BEFORE THE TRANSACTION €237,768, divided into 9,907,000 shares with a par value of €0.024 all of the same class. CHARACTERISTICS OF THE SHARES
SUBSCRIPTION PRICE OF NEW SHARES €3.83 per new share (€0.024 nominal value and €3.806 issue premium) to be paid up in full in cash at the time of subscription. NUMBER OF SHARES OFFERED 2,088,772 ordinary new shares to be issued in connection with a share capital increase in cash by way of a public offering, which may be increased by a maximum number of:
STRUCTURE OF THE OFFERING An offering to the public in France in the form of a firm price offer, mainly intended for private individuals, where:
If permitted by the request expressed under the firm price offer, the number of shares allocated in response to orders issued under the firm price offer will be at least equal to 10% of the number of shares offered under the Offer (before any exercise of the extension clause and the over-allotment option). GROSS TRANSACTION AMOUNT
SUBSCRIPTION COMMITMENTS Eiffel Investment Group and NextStage AM have committed to subscribe for €5.3 million, i.e. around 66% of the gross base deal. LOCK-UP, RETENTION AND NON-EXERCISE COMMITMENTS
FORWARD-LOOKING STATEMENTS Certain information contained in this press release are forward-looking statements, not historical data and should not be construed as a guarantee that the facts and data stated will occur. These forward-looking statements are based on data, assumptions and estimates considered reasonable by Lepermislibre. Lepermislibre operates in a competitive and rapidly evolving environment. It is therefore not in a position to anticipate all risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which the materialization of a risk or combination of risks could lead to results that differ significantly from those mentioned in any forward-looking statement. Lepermislibre draws your attention to the fact that forward-looking statements are in no way a guarantee of its future performance and that its actual financial position, results and cash flows and the development of the sector in which Lepermislibre operates may differ significantly from those proposed or suggested by the forward-looking statements contained in this press release. In addition, even if Lepermislibre's financial position, results, cash flows and developments in the industry in which it operates are consistent with the forward-looking information contained in this press release, such results or developments may not be a reliable indication of Lepermislibre's future results or developments. This information is given only as of the date of this press release. Lepermislibre makes no undertaking to publish updates to this information or to the assumptions on which it is based, save for any legal or regulatory obligation applicable to it, including pursuant to Regulation No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse. DISCLAIMER This press release and the information it contains are not an offer to sell or subscribe to, or a solicitation of an order to buy or subscribe the shares of Lepermislibre in any country. This press release constitutes promotional material and is not a prospectus within the meaning of Regulation (EU) No. 2017/1129 of the European Parliament and of the Council of June 14, 2017 (the "Prospectus Regulation"). The approval of the prospectus by the AMF does not constitute a favourable opinion on Lepermislibre. This press release does not constitute and shall not be deemed to constitute a public offer, an offer to purchase or subscribe or to solicit the public interest in a transaction by way of a public offer. This press release does not constitute an offer of securities for sale nor the solicitation of an offer to purchase securities in the United States of America. In the United Kingdom, this press release is directed only at persons who (i) are investment professionals within the meaning of section 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as currently in force, the "Financial Promotion Order"), (ii) are persons falling within Article 49(2) (a) to (d) ("high net worth companies, unincorporated associations etc.") of the Financial Promotion Order or (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activities (within the meaning of Section 21 of the Financial Services and Markets Act 2000) in connection with the offer or sale of any securities may be lawfully communicated, directly or indirectly (all such persons being together referred to as the "Authorized Persons"). This press release is addressed only to Authorized Persons and may not be used by any person other than an Authorized Person. Certain information contained in this press release are forward-looking statements, not historical data and should not be construed as a guarantee that the facts and data stated will occur. These forward-looking statements are based on data, assumptions and estimates considered reasonable by Lepermislibre. Lepermislibre operates in a competitive and rapidly evolving environment. It is therefore not in a position to anticipate all risks, uncertainties or other factors that may affect its business, their potential impact on its business or the extent to which the materialization of a risk or combination of risks could lead to results that differ significantly from those mentioned in any forward-looking statement. Lepermislibre draws your attention to the fact that forward-looking statements are in no way a guarantee of its future performance and that its actual financial position, results and cash flows and the development of the sector in which Lepermislibre operates may differ significantly from those proposed or suggested by the forward-looking statements contained in this document. In addition, even if Lepermislibre's financial position, results, cash flows and developments in the industry in which it operates are consistent with the forward-looking information contained in this document, such results or developments may not be a reliable indication of Lepermislibre's future results or developments. This information is given only as of the date of this press release. Lepermislibre makes no commitment to publish updates to this information or on the assumptions on which it is based, except in accordance with any legal or regulatory obligation applicable to it. The distribution of this press release may, in certain countries, be subject to specific regulations. Consequently, persons physically present in these countries and in which the press release is disseminated, published or distributed must inform themselves and comply with these laws and regulations. This press release shall not be published, distributed or disseminated, directly or indirectly, in the United States of America, Australia, Canada or Japan. PROSPECTUS SUMMARY Prospectus approved by the AMF under no. 23-XXX on XX January 2023
[1] These mechanisms are conditional and subject to the limit of available caps. Interested parties should contact their financial advisor.
[2] Study by the Observatory of automotive service trades, Autofocus no. 97, July 2022
[3] Xerfi study “Driving schools”, September 2021
[4] Harris Interactive survey for Institut Montaigne, May 2022
[5] A retention rate of 82% since 2018: Number of active instructors (being a total of 776 instructors) / number of instructors who are or have been but are no longer active, excluding those who have been banned or blocked (being a total of 954 instructors) over a period running from 1 January 2018 to 30 August 2022.
[6] Number of lessons rated by candidates directly from the Lepermislibre platform since company creation
[7] Maximum savings found between a driving training course at Lepermislibre with theory + 20 hours driving (€799) and the same driving training in a traditional driving school (€1,155) according to a survey conducted by UFC Que Choisir in September 2016
[8] Candidates registered for the theory test and the B-class licence (car, LGV), including 165,000 financially committed candidates
[9] Non-audited data
[10] These mechanisms are conditional and subject to the limit of available caps. Interested parties should contact their financial advisor.
Regulatory filing PDF file File: Lepermislibre announces the launch of its IPO on the Euronext Growth® market in Paris |
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| Language: | English |
| Company: | Lepermislibre |
| 29 avenue Joannes Masset | |
| 69009 Lyon | |
| France | |
| Phone: | +33660423991 |
| Internet: | ww.lepermislibre.fr |
| ISIN: | FR001400F2Z1 |
| AMF Category: | Inside information / Issuer activities (acquisitions, sales...) |
| EQS News ID: | 1542761 |
| End of Announcement | EQS News Service |
1542761 25-Jan-2023 CET/CEST
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