SAFRAN (EPA:SAF) - Safran - implementation of an international employee shareholding plan

Transparency directive : regulatory news

11/03/2020 18:00

PRESS RELEASE

Safran announces the implementation of an international employee shareholding
plan "Safran Sharing 2020"

Paris, March 11, 2020

The Safran Sharing 2020 employee shareholding plan is offered to more than
87,000 Group employees in 16 countries. It aims to associate employees more
closely with the objectives, successes and performances of Safran. It also
strengthens the integration of employees who joined the Group with the
acquisition of the ex-Zodiac Aerospace in 2018.

The transaction will be conducted through the sale of existing Safran shares.
It is planned that Safran will first acquire these shares from the French State
in accordance with order no. 2014-948 of August 20, 2014 relative à la
gouvernance et aux operations sur le capital des sociétés à participation
publique (the "Order"). Otherwise, the shares to be sold to the employees would
be treasury shares held by Safran pursuant to the share buyback program
authorized by the Shareholders' Meeting.

The offer is limited to a number of shares which is the lesser of (i) 1,800,000
shares and (ii) the number of shares representing a subscription of 160 million
euros.

Beneficiaries of the offering

The offer will be carried out within the framework of the Group's French
companies' savings plan and the Group's international savings plan.
Beneficiaries are (i) employees of the Group's companies adhering to these
savings plans, subject to a three months' seniority on the last day of the
revocation period (see indicative calendar) and (ii) employees having left the
Group for retirement who are members of the Group's French companies' savings
plan and who still hold assets in the plan.

If the shares to be sold to the beneficiaries of the offer are, as anticipated,
acquired from the French State pursuant to the Order, former employees of the
Group having held an employment contract or a remunerated activity for a period
of at least five years with one of the Group's companies will also be eligible,
provided that they are members of the Group's French companies' savings plan
and still hold assets in the plan. The subscription requests made by these
former employees will therefore be accepted on the condition that the shares
sold by Safran in the context of the offer are first acquired from the French
State pursuant to the Order.

Other terms and conditions of the offering

Beneficiaries of the offer will be able to purchase Safran shares via a
subscription formula known as "leveraged", allowing them inter alia to benefit
from a guarantee on their investment. The shares will be acquired through a
collective employee shareholding fund (FCPE), except in the United States of
America where eligible employees will hold their shares directly. The
corresponding FCPE units or shares held directly must be held for a period of
five years, except in the occurrence of an early release event as provided by
law.

The purchase price of the Safran shares by the beneficiaries of the offer will
be equal to a volume- weighted average price of Safran shares on the Euronext
Paris market during the 20 trading days preceding the day on which the purchase
price is set (the "Reference Price"), to which a 20% discount will be
applied.

The personal contribution of each beneficiary of the offer is capped at EUR
800.

The shares offered under the offer are ordinary shares of Safran, listed on the
Euronext Paris market (ISIN / SAF code - FR0000073272).

Hedging transactions

The implementation of the leveraged formula may generate hedging transactions
from the financial institution structuring the offer (Crédit Agricole
Corporate and Investment Bank), in particular through purchases and/or sales of
Safran shares, loans or borrowings of Safran shares, purchases of call options
on Safran shares and/or any other transactions, in particular as from the
opening date of the period for setting the Reference Price and throughout the
duration of the transaction.

Indicative calendar of the transaction

Reservation period: from March 26 (inclusive) to April 24, 2020 (inclusive).
Recording period for setting the Reference Price: from April 2 to May 4, 2020
(inclusive)
Setting of Reference Price and subscription price: May 5, 2020
Revocation period: from May 7 (inclusive) to May 12, 2020 (inclusive)
Settlement-delivery of the offering: June 4, 2020

These dates are indicative and may be subject to change.

Legal framework of the operation

The offer is made to the beneficiaries of the transaction only in those
countries where it has been registered with or notified to the relevant local
authorities and/or following the approval of a prospectus by the relevant local
authorities, or in consideration of an exemption from the obligation to prepare
a prospectus or to register or notify the offer.

More generally, the transaction will only be carried out in countries where all
the required registration procedures and/or notifications will have been
completed and the necessary authorizations will have been obtained.

DISCLAIMER

This press release does not constitute an offer to sell or a solicitation to
buy Safran shares or any securities in or into any country or territory.

Safran is an international high-technology group, operating in the aircraft
propulsion and equipment, space fense markets. Safran has a global presence,
with more than 95,000 employees and sales of 24.6 billion euros in 2019.
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 1.7 billion euros in 2019.
Safran is listed on the Euronext Paris stock exchange and is part of the CAC 40
and Euro Stoxx 50 indices.

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

Press
Catherine MALEK: c atherine.malek@safrangroup.com / +33 1 40 60 80 28

Investor Relations
Cécilia Matissart: c ecilia.matissart@safrangroup.com / +33 1 40 60 82 46
Jean-François Juéry: jean-françois.juery@safrangroup.com / + 33 1 40 60 27 26

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