EIFFAGE (EPA:FGR) - Eiffage - Capital increase reserved for Eiffage Group employees

Transparency directive : regulatory news

27/02/2019 17:52

Vélizy-Villacoublay, 27 February 2019
17:50

Press release

Capital increase reserved for Eiffage Group employees

Eiffage announces an increase in share capital reserved for Eiffage Group
employees in France, Belgium, Luxembourg, Germany, Switzerland Spain and
Senegal and which will have the following main characteristics:

Aim of the operation, purpose of the offer :

To safeguard its employee shareholding policy, a hallmark of the Group for over
29 years, Eiffage decided to carry out an increase in share capital reserved
for employees, non-supplemented, with a 20 % discount through the FCPE Eiffage
Actionnariat Relais 2019 created for this purpose.

Framework of the operation - Subscription price and maximal amount of the
shares that may be issued :

At its meeting on April 25, 2018, the Combined General Shareholders' Meeting
delegated to the Company's Board of Directors, in the extraordinary resolution
numbered 17, their competence to decide to increase the Company's share
capital, in one or several steps, up to a maximum nominal amount of EUR15
million, with waiver of preferential subscription right to the benefit of the
employees of the Company and any companies related to it pursuant to article
L. 225-180 of the French Commercial Code and participating in a company savings
plan.

Using this delegation, the Board of directors decided on February 27, 2019 the
issuance of ordinary shares to the benefit of the members of the group savings
plan at a price of 65.78 euros per shares corresponding to 80 % of the average
share prices during the 20 trading sessions preceding February 28, 2018,
pursuant to the provisions of articles L. 3332-18 and subsequent of the French
labour code.

The maximum number of Eiffage shares that may be issued in connection with this
offer is 3 750 000 shares (corresponding to a maximum increase in share capital
of EUR15 million of nominal), namely a global offer of 246,675,000 euros.

Characteristics of the shares offered :

The new Eiffage shares that may be subscribed through the FCPE Eiffage
Actionnariat Relais 2019 are ordinary shares. They will be admitted to trading
on NYSE Euronext on the same line as existing shares (Isin Code: FR0000130452).
They will grant rights immediately and will carry a right to dividend decided
by the General Meeting convened for April 24 2019. The new shares will be
assimilated to the existing shares and not subject to any restriction.

The shares of the FCPE Eiffage Actionnariat Relais 2019 corresponding to the
Eiffage shares subscribed must be held by their beneficiaries for a five year
period, except where a case of early release occurs, as authorized by French
law.

The voting rights attached to the shares subscribed through the FCPE Eiffage
Actionnariat Relais 2019 will be exercised by the FCPE Eiffage Actionnariat
Relais 2019 supervisory board.

Conditions of subscription :

Beneficiaries of the share offering reserved for employees: Companies employees
(as retired employees and employees on early retirement which have kept assets
in the Group savings plan) which have become members of the Group savings plan
after at least three month's services and employed April 15th 2019.

Companies in the offering perimeter: Eiffage company and Eiffage group
companies which will have become members of the Group French and international
savings plans.

Terms of subscription :

The shares will be subscribed through the " Eiffage Actionnariat " FCPE within
the framework of a single subscription formula known as " classic " with 20 %
discount to the reference price.

Timetable of the operation :

Subscription period From March 18, 2019 (included) to April 15, 2019
(included). Settlement-delivery of the offer planned for May 17, 2019.

This press release does not constitute an offer or an invitation for the
subscription of Eiffage shares.

It constitutes the document required by Article 212-4 5° of the AMF General
Regulation and Article 19 of the AMF instruction DOC-2016-14 and its appendix
IV.

Investor relations                        Press contact
Xavier Ombrédanne                         Sophie Mairé
Tel: + 33 (0)1 71 59 10 56                Tel: + 33 (0)1 71 59 10 62
E-mail: xavier.ombredanne@eiffage.com     E-mail: sophie.maire@eiffage.com

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