Paris Office Advises Essilor in €1.4 Billion Tender Offer of Honeywell

May 21, 2010

Firm assists Essilor as main shareholder of Sperian Protection on the €1.4 billion tender offer of Honeywell.

The Paris office is currently advising Essilor, a world leader in ophthalmic optics, with respect to its 15% interest in French-listed Sperian Protection, a global leading manufacturer of individual protective equipment.

Essilor, as key shareholder of Sperian Protection, has agreed on May 19, 2010 to transfer, subject to certain conditions, its shares of Sperian Protection, representing 15% of the share capital, to Honeywell at a share price of €117. Honeywell subsequently filed on May 20, 2010 a tender offer on the shares of Sperian Protection, at the same share price of €117, representing an enterprise value of Sperian equal to €1.4 billion.

Willkie also advised Essilor on the contemplated tender offer on Sperian Protection that was publicly announced by Cinven on March 31, 2010. The current matter is being handled by partner Laurent Faugérolas and associates Charles Cardon, Vanessa Zecchinel and Philippe Bugnazet on corporate aspects; partner Jacques-Philippe Gunther and associate Adrien Giraud on antitrust matters; and special European counsel Philippe Grudé on tax issues.