SPIE (EPA:SPIE) - SPIE - Press release - SPIE launches its SHARE FOR YOU 2021 employee shareholding plan

Transparency directive : regulatory news

30/09/2021 08:30

Press release

     SPIE launches its SHARE FOR YOU 2021 employee shareholding plan

Cergy, September 30, 2021 - SPIE, the independent European leader in multi-
technical services in the fields of energy and communications, announces the
launch of the 5th iteration of its employee shareholding program, SHARE FOR
YOU.

From October 1st to 21st, 2021, employees will have the opportunity to become
shareholders of the Group or to increase their holdings in the capital of SPIE,
directly or via a company mutual fund.

The subscription price has been set at 14.11 euros. This takes into account a
30% discount applied to the average opening price of the SPIE share on the
Euronext Paris market during the 20 trading days preceding September 28, 2021,
i.e. between August 31 and September 27, 2021, inclusive.

This 5th iteration of the SHARE FOR YOU programme since SPIE's IPO in 2015 is
open to 41,000 employees from 13 countries (Austria, Belgium, Czech Republic,
France, Germany, Hungary, Luxembourg, Netherlands, Poland, Slovakia,
Switzerland, United Arab Emirates, United Kingdom).

With this new scheme, SPIE is once again inviting its employees to share in its
performance in the long term.

Since April 2021, the employees, who hold 5.8 % of the capital, have become the
Group's main shareholders. This places the Group among the top 12 SBF 120
companies in terms of employee shareholding. By way of comparison, the average
share of capital held by employees in SBF 120 companies is 2.4%(1).

The terms of this operation are described below.

TRANSMITTER
SPIE SA (hereinafter the "Company")
Registered office: 10 avenue de l'Entreprise, 95863 Cergy-Pontoise cedex -
France
Registered capital: 75,265,694.72 euros
RCS 532 712 825 R.C.S. Pontoise
Euronext Paris (France)
Ordinary share, ISIN code: FR0012757854

FRAMEWORK OF THE OPERATION - PROPOSED SECURITIES

At the Combined General Meeting of May 12th, 2021, the shareholders of the
Company delegated to the Board of Directors in their 14th resolution, the power
to decide to increase the Company's share capital, in one or more instalments,
by up to a maximum nominal amount of EUR 1,850,000, or other securities giving
access to the Company's capital, reserved for employees of the Company and
French and foreign companies associated with it who are members of a Group
company savings plan, subject to the conditions of Articles L. 225-180 of the
Commercial Code and L. 3344-1 of the Labour Code. On July 6, 2021, the Board of
Directors decided on the principle of issuing ordinary shares for the benefit
of employees who are members of a Group company savings plan, adopted the main
characteristics and delegated to the Chairman-Chief Executive Officer of the
Company the necessary powers for the implementation of the operation.

(1) Employee shareholding barometer 2021 by Amundi ESR

SUBSCRIPTION CONDITIONS

* Beneficiaries of the share offer reserved for employees: the beneficiaries of
  the offer are (i) the employees, and the corporate officers under the
  conditions provided for in Article L. 3332-2 of the Labour Code, of the
  companies within the scope of the offer who have joined the French or
  international group savings plan, as the case may be, regardless of the
  nature of their employment contract (fixed-term or open-ended, full-time or
  part-time) and having three months or more of service at the end of the
  subscription period and (ii) early retirees and retirees of French companies
  in the Group who have retained assets in the France group savings plan since
  leaving the Group.
* Companies within the scope of the offer:
* The Company, and
* The companies of the SPIE group, whose head office is located in France or
  outside France, in particular in Austria, Belgium, Czech Republic, Germany,
  Hungary, Luxembourg, Netherlands, Poland, Slovakia, Switzerland, United Arab
  Emirates or in the United Kingdom.
* Terms of subscription: the shares will be subscribed directly in Germany and
  through a company mutual fund for the other countries, according to the
  regulations and/or tax regime applicable in the respective countries of
  residence of the beneficiaries of the capital increase.
* Subscription formulae: employees can subscribe for SPIE shares under a single
  "classic" subscription formula.
* Subscription ceiling: the annual payments of the beneficiaries of the offer
  into the French or international group savings plan may not, in application
  of article L.3332-10 of the Labour Code, exceed one quarter of their gross
  annual remuneration, subject to other constraints resulting from local
  regulations.
* Unavailability of SPIE shares or corresponding company mutual fund units:
  subscribers to the offer must keep the corresponding company mutual fund
  shares or units for a period of approximately five (5) years, until June
  1, 2026, except in the case of early release.
* Exercise of voting rights attached to shares: when the shares are held
  through a company mutual fund, the voting rights attached to these shares
  will be exercised by the supervisory board of the company mutual fund
  concerned; when the shares are held directly by employees, the voting rights
  will be exercised individually by the employees concerned.

INDICATIVE TIMETABLE OF THE OPERATION

* Fixing of the subscription price: September 28, 2021
* Subscription period: from October 1 (inclusive) to 21, 2021 (inclusive)
* Settlement-delivery of the offer: scheduled for December 14, 2021

QUOTATION

The admission of the new SPIE shares for trading on the Euronext Paris market
(ISIN code: FR0012757854) on the same line as the existing shares will be
requested as soon as possible after the completion of the capital increase
scheduled for December 14, 2021.

SPECIAL NOTE FOR INTERNATIONAL TRANSACTIONS

This memorandum does not constitute an offer to sell or a request to subscribe
to SPIE shares. The SPIE share offer reserved for employees will only be
implemented in countries where such an offer has been registered or notified to
the competent local authorities and/or following the approval of a prospectus
by the competent local authorities, or in consideration of an exemption from
the obligation to draw up a prospectus or to register or notify the offer.
More generally, the offer will only be made in countries where all the required
registration procedures and/or notifications have been carried out and the
necessary authorisations have been obtained.

POINTS OF CONTACT FOR BENEFICIARIES OF THE OFFER

For any questions relating to this offer, beneficiaries may contact their Human
Resources manager and/or any other person as specified in the documents given
to the beneficiaries.

About SPIE
SPIE is the independent European leader in multi-technical services in the
areas of energy and communications. Our 45,500 employees are committed to
achieving the energy transition and digital transformation alongside our
customers.

SPIE achieved in 2020 consolidated revenues of EUR6.6 billion and consolidated
EBITA of EUR339 million.

Press contacts

SPIE
Pascal Omnes
Group Communications Director
Phone. + 33 (0) 1 34 41 81 11
pascal.omnes@spie.com

SPIE
Thomas Guillois
Director of Investor Relations
Phone. + 33 (0) 1 34 41 80 72
thomas.guillois@spie.com

Agence Droit Devant
Philippe Hériard
Press relations consultant
Phone. + 33 (0) 1 39 53 53 33
heriard@droitdevant.fr

www.spie.com
https://www.facebook.com/SPIEgroup
http://twitter.com/spiegroup

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SPIE (EPA:SPIE) - SPIE - Press release - SPIE launches its SHARE FOR YOU 2021 employee shareholding plan

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