Taiwan Cement Europe Holdings B.V. made a simplified tender offer to acquire remaining 11.13% stake in NHOA S.A. (ENXTPA:NHOA) for ?33.7 million on June 12, 2024. A cash consideration valued at ?1.1 per share will be paid by Taiwan Cement Europe Holdings B.V. As of the date hereof, TCC, indirectly through TCEH, holds 244,557,486 NHOAshares, representing c. 88.87% of NHOA?s share capital and theoretical voting rights. This proposed Tender Offer is motivated by several factors. NHOA?s development requires significant investments that will be easier to decide on and implement as a non-listed company: effectively, a private ownership would enable NHOA to more efficiently implement long-term strategies without the pressures of the financial markets? expectations, regulatory costs and sensitivity to share price fluctuations. The Company also noted TCC?s intention to request, indirectly through TCEH, the implementation of a squeeze-out if the legal conditions are met. The squeeze-out would result in the delisting of the Company?s shares from the regulated market of Euronext Paris. The Tender Offer would enable NHOA?s shareholders to benefit from immediate liquidity for their investment. The financing of the Tender Offer would be provided by TCC. This proposed Tender Offer could be filed with the French Autorité des marchés financiers (the ?AMF?) as soon as possible and, in any event, by July 31, 2024. The completion of the Tender Offer would be subject to the clearance of the AMF (déclaration de conformité) on the Tender Offer, in accordance with French laws and regulations.

TCC engaged Crédit Agricole Corporate & Investment Bank as exclusive financial advisor, presenting and guaranteeing bank on the Tender Offer. Sullivan & Cromwell LLP is acting as legal counsel on the transaction.