Canon Announces Opening of Public Takeover Bid for All Shares in I.R.I.S. Group SA

LONDON, February 6, 2013 /PRNewswire/ --

Acquisition to accelerate growth of Canon's solutions business

Reference is made to the joint press release of Canon and I.R.I.S. Group SA of 18 September 2012 regarding Canon's intention to acquire I.R.I.S. Group SA. Canon, world-leader in imaging solutions, via its subsidiary Canon Europa N.V., today announced the opening of a voluntary and conditional public takeover bid in cash for all shares, warrants and stock options of I.R.I.S. Group SA. The initial acceptance period under the offer begins on 6 February 2013 and ends on 20 March 2013.

The bid relates to all shares (including treasury shares) which are not held by Canon Europa N.V., the warrants and stock options issued by I.R.I.S. Group SA. The offer price per share is EUR 44.50, and the price for warrants and stock options has been determined in accordance 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.

Rokus van Iperen, President & CEO, Canon Europe, Middle East and Africa, comments: "Both management teams are committed to successfully completing the process already underway to bring I.R.I.S. Groupinto the Canon Group, and we look forward to working closely together to drive future growth. We are confident that I.R.I.S. Groupwill play a key long term role in building Canon's solutions and business services portfolio."

Pierre de Muelenaere, President & CEO, I.R.I.S. Group, comments: "The technological world is changing fast. We are offering a strong portfolio of innovative solutions and complementary services that can generate significant business benefits for our partners and clients. This portfolio fits extremely well with Canon's strategy to develop a strong solutions and services activity at international level. Both I.R.I.S.'s Board of Directors and Management are therefore unanimously supporting the Bid and committed to it."

Full details of the bid are covered in the offer prospectus and the memorandum in reply prepared by the board of directors of I.R.I.S. Group SA that are published on the website of I.R.I.S. Group (http://www.iriscorporate.com) and of ING Belgium (http://www.ing.be). The prospectus can also be sent without charge upon request by telephone from ING Belgium SA/NV at +32-2-464-60-02 (French) or at +32-2-464-60-04 (English).  

The prospectus and the memorandum in reply, which have both been approved by the FSMA on 5 February 2013, are also available on the FSMA website at: http://www.fsma.be/fr/Supervision/fm/oa/ooa/ProspectusOPA.aspx

Notes to Editors:

Prospectus Availability:

Online:
The prospectus (including the acceptance form and the memorandum in reply) is available in English on the website of ING Belgium SA/NV on:
http://www.ing.be/en/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions 

It is also available in French on the website of ING Belgium SA/NV at:
http://www.ing.be/fr/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LEFTNAVIGATION_Actions

The prospectus is also available in English and in French on the I.R.I.S. Group website at:
http://www.iriscorporate.com/c2-151-17/Prospectus.aspx 

Further, the summary of the prospectus is also available in Dutch on the website of ING Belgium SA/NV at:
https://www.ing.be/nl/retail/investments/shares-and-bonds/Pages/shares.aspx?WT.xmenusource=LANGUAGE_NL

By Phone: The prospectus can also be sent without charge upon request by telephone from ING Belgium SA/NV at +32-2-464-60-02 (French) or at +32-2-464-60-04 (English).

About I.R.I.S. Group

I.R.I.S.' mission is to increase our customers' productivity and knowledge through helping them better manage their documents, data and information. I.R.I.S. Products & Technologies develops technologies and products for Intelligent Document Recognition and markets its portfolio on a worldwide basis through strong partnerships. I.R.I.S. Professional Solutions enables companies and administrations to find in one company the innovative expertise and hi‐tech solutions to efficiently manage documents, information flows and IT infrastructure. I.R.I.S. has more than 500 employees based in Louvain-la-Neuve, Vilvoorde and Brasschaat (Belgium), Orly (France), Windhof (Luxemburg), Amstelveen and Meerssen (The Netherlands), Aachen (Germany), Delray Beach (USA), Hong Kong (China), Copenhagen (Denmark) and Oslo (Norway). http://www.iriscorporate.com

About Canon Europe

Canon Europe is the regional sales and marketing operation for Canon Inc., represented in 116 countries across Europe, the Middle East and Africa (EMEA).

Founded in 1937 with the specific goal of making the best quality camera available to customers, Canon's tireless passion for the Power of Image has since extended its technology into many other markets and has established it as a world leader in both consumer and business imaging solutions. Its solutions comprise products, ranging from digital compact and SLR cameras, through broadcast lenses and portable X-ray machines, to multi-function and production printers, all supported by a range of value added services.

Canon invests heavily in R&D to deliver the richest and most innovative products and services to satisfy customers' creative needs. From amateur photographers to professional print companies, Canon enables each customer to realise their own passion for image.

Canon's corporate philosophy is Kyosei - 'living and working together for the common good'. In EMEA, Canon Europe pursues sustainable business growth, focusing on reducing its own environmental impact and supporting customers to reduce theirs using Canon's products, solutions and services. Canon has achieved global certification to ISO 14001, demonstrating a world-class environmental management standard.

Further information about Canon Europe is available at: http://www.canon-europe.com