SAFRAN (EPA:SAF) - Safran shareholders meeting approves the merger of Zodiac Aerospace into Safran with 99.88% voting in favor

Transparency directive : regulatory news

27/11/2018 18:06

PRESS RELEASE

Safran shareholders meeting approves the merger of Zodiac Aerospace into Safran
with 99.88% voting in favor

Paris, November 27, 2018

Safran's (Euronext Paris: SAF) shareholders were invited to consider mainly the
plan to merge Zodiac Aerospace into Safran at a meeting on November 27, 2018.
All the resolutions submitted to the shareholders' vote were approved.

Following presentations by Safran of the merger plan and notably the reports of
the merger appraisers concluding that the exchange ratio is fair, the
shareholders approved notably the merger of Zodiac Aerospace into Safran with
99.88% voting in favor.

With the approval at today's meetings respectively of Zodiac Aerospace and
Safran shareholders, all the conditions precedent have been satisfied.
Therefore, the merger will complete on December 1, 2018.

Ross McInnes, Chairman of Safran's Board of Directors declared: "I warmly
welcome the completion of the merger between Zodiac Aerospace and Safran. This
consolidation opens a new chapter in the history of the group."

Philippe Petitcolin, Safran's CEO, declared: "This merger, which follows our
acquiring control of Zodiac Aerospace in the first quarter of 2018, will ensure
a simplified and streamlined structure for the group, cost savings and better
efficiency, notably to meet the expectations of our customers."

Shareholders also approved a new authorization allowing Safran to repurchase
its own shares with a price not to exceed EUR 140 per share.

The results of the vote will be published on Safran's website
(www.safran-group.com) in the "Finance" section.

At its meeting held the same day, the Board of Directors of Safran acknowledged
the resignation of the Director representing the French State, Lucie Muniesa,
who has been called to other responsibilities. The Board expresses its thanks
to Lucie Muniesa for her contribution to its work since 2016. In accordance
with regulations, the new representative of the French State will be appointed
via a future ministerial order. Furthermore, Vincent Imbert, Director put
forward by the French state and nominated by the 2015 AGM) was also temporarily
appointed member of the Audit and Risk Committee and member of the Appointments
and Remunerations Committee, positions which Lucie Muniesa previously held.
Vincent Imbert will fulfil these duties until the appointment of a new
representative of the State, who will join the two committees upon his or her
appointment.

At the same meeting, the Board of Directors decided to cancel 11 402 884
treasury shares (whence a reduction of Safran's share capital of EUR 2 208
576,80). These shares had been repurchased by Safran under its share buyback
programs and reserved for cancellation. The cancellation will be carried out
subsequent to the completion of the merger approved today by shareholders.

Safran is an international high-technology group, operating in the aircraft
propulsion and equipment, space efense 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
Jean-François JUERY : jean-françois.juery@safrangroup.com /
T + 33 (0) 1 40 60 27 26

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SAFRAN (EPA:SAF) - Safran shareholders meeting approves the merger of Zodiac Aerospace into Safran with 99.88% voting in favor

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