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Public tender offer launched on Norbert Dentressangle shares 25 June 2015

Offer may be followed by a mandatory squeeze-out

XPO Logistics France has obtained the visa of the AMF on the simplified tender offer launched by XPO Logistics France on the shares of ND at a price of 217.50 euros per share (the Offer). The Offer may, where applicable, potentially be followed by a mandatory squeeze-out.

The Offer will be open for a period of 16 trading days. The opening and closing dates of the Offer will be published in an AMF notice. Shareholders of ND who wish to tender their shares to the Offer must submit a sale order to the provider of investment services who is the authorised custodian of their shares no later than the last day of the Offer.

In the event that, upon the closing of the simplified tender offer, the number of shares not tendered in response to this offer by the minority shareholders represents less than 5.0% of the share capital or voting rights of ND, XPO Logistics France has the intention to implement, after the closing of such tender offer, pursuant to articles L. 433-4 III of the French Monetary and Financial Code and 237-14 et seq. of the AMF General Regulations, a mandatory squeeze-out procedure in exchange for compensation equal to 217.50 euros per ND share, it being specified that such squeeze-out procedure would be immediately followed by an application to Euronext for the delisting of ND shares.