SAFRAN (EPA:SAF) - Safran announces the results of the repurchase of its outstanding Oceane

Transparency directive : regulatory news

30/10/2018 18:30

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, TO US
PERSONS OR IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN
OR ANY OTHER JURISDICTION IN WHICH THE OFFER OF REPURCHASE OF THE SECURITIES
WOULD BE PROHIBITED BY APPLICABLE LAW

PRESS RELEASE

Safran announces the results of the repurchase of its outstanding Bonds
Convertible into and/or Exchangeable for New and/or Existing Shares (OCEANEs)
due 31 December 2020, conducted through a reverse bookbuilding process

Paris, 30 October 2018

Safran (the "Company") announced today its intention to repurchase (the
"Repurchase") its outstanding Bonds Convertible into and/or Exchangeable for
New and/or Existing Shares due 31 December 2020 (the "2020 OCEANEs" or the
"Bonds").

Following a reverse bookbuilding process conducted today, the Company has
decided to accept for repurchase Bonds in an aggregate principal amount of
EUR633,557,121.12, representing 97.47% of the Bonds initially issued.

The repurchase price of the 2020 OCEANEs, pursuant to the reverse bookbuilding,
will be set after market close on 2 November 2018 and will be equal to the
arithmetic mean of the daily volume-weighted average prices (VWAP) of Safran's
shares (ISIN FR0000073272) quoted on the regulated market of Euronext in Paris
("Euronext Paris") from 30 October 2018 (inclusive) to 2 November 2018
(inclusive), increased by EUR0.90 per 2020 OCEANE.

The settlement of the Repurchase is expected to take place on 7 November 2018.
The 2020 OCEANEs accepted in the Repurchase will be cancelled in accordance
with their terms and conditions.

BNP Paribas and Crédit Agricole CIB acted as Dealer Managers for the
Repurchase.

Disclaimer

The Repurchase is addressed solely to qualified investors, excluding the United
States of America and U.S. Persons, Australia, Canada or Japan and any other
jurisdiction where the Repurchase would be prohibited by applicable law.

This press release does not constitute an invitation to participate in the
Repurchase or an offer to purchase the 2020 OCEANE in or from any jurisdiction
in or from which, or to or from any person to or from whom, it is unlawful to
make such repurchase or offer under applicable securities laws. The release,
publication or distribution of this press release in certain jurisdictions may
be restricted by law. Consequently, any persons in such jurisdiction in which
this press release is released, published or distributed are required by each
of the Company and the Dealer Managers to inform themselves about, and to
observe, any such restrictions.

None of the Company and the Dealer Managers makes any recommendation as to
whether or not the holders of the 2020 OCEANEs should participate in the
Repurchase.

United States of America

The Repurchase is not being made and will not be made directly or indirectly in
or into the United States of America, or by use of the mails of, or by any
means or instrumentality (including, without limitation, facsimile
transmission, telex, telephone, email and other forms of electronic
transmission) of interstate or foreign commerce of, or any facility of a
national securities exchange of the United States of America, or to holders of
2020 OCEANE who are located in the United States of America or to U.S. Persons
as defined in Regulation S of the U.S. Securities Act of 1933, as amended (the
"Securities Act") (each a "U.S. Person") and the 2020 OCEANE may not be
tendered in the Repurchase by any such use, means, instrumentality or facility
from or within the United States of America, by persons located or resident in
the United States of America or by U.S. Persons. Accordingly, this press
release may not be published, distributed or transmitted in the United States
of America. Copies of any documents or materials related to the Repurchase are
not being, and must not be, directly or indirectly, mailed or otherwise
transmitted, distributed or forwarded (including, without limitation, by
custodians, nominees, trustees) in or into the United States of America or to
any persons located or resident in the United States of America. Any purported
offer to sell in response to the Repurchase resulting directly or indirectly
from a violation of these restrictions will be invalid, and offers to sell made
by a person located or resident in the United States of America or any agent,
fiduciary or other intermediary acting on a non- discretionary basis for a
principal giving instructions from within the United States of America or any
U.S. Person will not be accepted.

For the purposes of the above paragraph, "United States of America" means the
United States of America, its territories and possessions (including Puerto
Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the
Northern Mariana Islands), any state of the United States of America and the
District of Columbia.

United Kingdom

The communication of any materials relating to the Repurchase is not being
made, and such materials have not been approved, by an authorised person for
the purposes of section 21 of the Financial Services and Markets Act 2000 (the
"FSMA"). Accordingly, such materials will not be distributed to, and must not
be passed on to, the general public in the United Kingdom. The communication of
such materials is exempt from the restriction on financial promotions under
section 21 of the FSMA on the basis that it is only directed at and may be
communicated to (1) those persons who are existing members or creditors of the
Company or other persons within Article 43 of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005, and (2) to any other persons
to whom these materials may lawfully be communicated.

France

The Repurchase is not addressed, directly or indirectly, to the public in the
Republic of France. Materials relating to the Repurchase may only be
distributed or caused to be distributed in the Republic of France to qualified
investors (investisseurs qualifiés) as defined in and in accordance with
Articles L.411-1, L.411-2 and D.411-1 of the French Code monétaire et
financier. None of the Repurchase materials has been submitted for clearance to
the French Autorité des marchés financiers.

Safran is an international high-technology group, operating in the aircraft
propulsion and equipment, space and defense markets. Safran has a global
presence, with more than 58,000 employees and sales of 16.5 billion euros in
2017. Working alone or in partnership, Safran holds world or European
leadership positions in its core markets. Safran undertakes Research &
Development programs to meet fast-changing market requirements, with total R&D
expenditures of around 1.4 billion euros in 2017. Safran is listed on the
Euronext Paris stock exchange, and is part of the CAC 40 and Euro Stoxx 50
indices.
In February 2018, Safran took control of Zodiac Aerospace, significantly
expanding its aircraft equipment activities. Together with Zodiac Aerospace,
Safran has more than 91,000 employees and would have around EUR21 billion in
adjusted revenue (pro forma 2016).

For more information : www.safran-group.com / Follow @Safran on Twitter

Press
Catherine MALEK : catherine.malek@safrangroup.com / T +33 (0)1 40 60 80 28

Investors Relations
Cécilia MATISSART : cecilia.matissart@safrangroup.com / T +33 (0) 1 40 60 82 46
Frédéric LUCAND : frederic.lucand@safrangroup.com / T +33 (0)1 40 60 82 19

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SAFRAN (EPA:SAF) - Safran announces the results of the repurchase of its outstanding Oceane

Transparency directive : regulatory news

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