Elis announces a 2024 “Elis for All” employee share ownership plan
Elis announces a 2024 “Elis for All”
employee share ownership plan
Saint-Cloud, 3 September 2024 –
Elis announces the launch of a new “Elis for All” 2024 employee
share ownership plan.
I. ISSUER
ELIS
Euronext Paris regulated market (France)
ISIN code for ordinary shares: FR0012435121
Share admitted to the Differed Settlement System (SRD)
II. FRAMEWORK OF THE ISSUANCE – PURPOSE
OF THE OFFERING
Pursuant to the delegations granted in
accordance with the 27th and 28th resolutions
of the Extraordinary General Assembly dated 23 May 2024, the
Management Board, duly authorized by the Supervisory Board on 14
December 2023 confirmed on 24 July 2024, decided on 25 July 2024 to
increase the Company’s share capital through two issuances of
shares, with no preferential subscription rights, in accordance
with Articles L. 225-129-2, L. 225-6 and L.225-138-1 of the French
Commercial Code and L. 3332-1, L. 3332-18 et seq. of the
French Labour Code. The first issuance is reserved to employees
participating in the Elis Group Savings Plan and the second to
employees of Elis' foreign subsidiaries.
This operation is part of the development of
employee share ownership, which is an objective of the Elis Group
and strengthen the sense of belonging of Elis Group employees by
offering them the opportunity to be more closely involved in the
future development and performance of the group.
Elis' Management Board has determined the main
features of the offer and has delegated to the Chairman of the
Management Board the implementation of the two above-mentioned
capital increases.
The offering only comprises a “classic” formula
with discount and employer matching contribution
(abondement), under which the subscriber is fully exposed
to fluctuations of the Elis share.
A common ceiling of two million (2,000,000)
euros, representing 2,000,000 shares, applies to these two capital
increases, i.e. 0.85% of the share capital at the date of the
Management Board’s decision.
The “Elis for All” offer includes a 30% discount
on the reference price and a matching contribution equal to one
share offered for 10 shares subscribed.
The shares will bear rights from the date of
their issue and will be fully assimilated to the existing
shares.
III. SUBSCRIPTION’S
CONDITIONS
Beneficiaries of the offering are:
(i) In France: Employees of Elis or of the
companies that are part of the Elis Group and have acceded to the
Group Savings Plan, who are able to justify a minimum seniority of
three months as of September 17, 2024, opening date of the
subscription period;
(ii) Abroad: Employees of Elis’ foreign subsidiaries set in the
countries mentioned below and who are able to justify a minimum
seniority of three months as of the opening date of the
subscription period.
Companies within the scope of the offer:
The scope of the offer extends to French
entities that are members of the Group Savings Plan and foreign
entities established in the following countries: Belgium, Brazil,
Colombia, Denmark, Germany, Finland, Ireland, Italy, Mexico,
Norway, Netherlands, Poland, Portugal, Spain, the United Kingdom,
Sweden and Switzerland.
Subscription Price:
The subscription price shall be fixed by the
Chairman of the Management Board, pursuant to a delegation from the
Management Board, on the business day preceding the opening of the
subscription period. It will be equal to the average opening price
of the Elis share on the Euronext Paris market during the 20
trading days preceding the date of the decision of the Chairman of
the Management Board fixing the opening of the subscription period,
less a 30% discount.
Subscription terms:
The shares will be subscribed by beneficiaries
either through an employee shareholding fund (FCPE) called "FCPE
Elis for All Relais 2024" or directly, depending on the
country.
At the end of the transaction, the “FCPE Elis
for All Relais 2024" will be merged with the Elis Group employee
shareholding fund, the “FCPE Elis Shareholding".
Exercise of voting rights:
The voting rights attached to the shares
subscribed and held through an employee shareholding fund will be
exercised by an authorized representative appointed by the
Supervisory Board of the fund. The voting rights attached to the
shares directly subscribed will be exercised by the subscribers
themselves. The shared will have a double voting rights at the end
of the second year of ownership.
Subscription ceiling:
Payments made by the employees cannot exceed
50,000 euros or one-quarter of their annual gross remuneration, as
per article L.3332-10 of the French Labour Code.
Lock-up period applicable to the Elis shares or
units of the employee shareholding funds:
- Subscribers to the offer in France must hold
the units of the corresponding employee shareholding fund for a
period of five years, unless one of the early exit events
occurs;
- Subscribers to the offer in Elis’ foreign subsidiaries set in the
above-mentioned countries must keep the shares subscribed directly
or the units of the corresponding employee shareholding fund for a
period of three years, unless one of the early exit events
occurs.
IV. TIMELINE OF THE
OFFERING
The following schedule is provided as indication
only and might be modified further to the occurrence of events
affecting the operations sequence:
Subscription Pricing: 16 September 2024
Subscription period: 17 September 2024 to 3
October 2024 (included)
Completion of capital increases: 14 November
2024
These dates will be definitively fixed by a
decision of the Chairman of the Management Board.
V. LISTING
Admission to trading of the newly issued Elis
shares on the Euronext Paris regulated market (ISIN code
FR0012435121) will be requested as soon as possible after
completion of the two share capital increases, on the same listing
line as existing shares.
VI. SPECIAL NOTE REGARDING THE
INTERNATIONAL OFFERING
This press release is for information purposes
only and does not constitute an offer to sell or a solicitation for
the subscription of Elis shares.
The Elis share offer reserved for employees of
Elis' foreign subsidiaries will be made only in countries where the
procedures and formalities required locally have been carried out
and the necessary authorizations obtained (including procedures for
registration, notification, filing, obtaining applicable
authorizations and/or exemptions, and consultation or information
of staff representatives).
Consequently, this communication is not intended
to be made in, and copies of it should therefore not be sent to,
countries in which the transaction remains subject to prior
approval by the competent authorities.
Finally, the shares and units of employee
shareholding fund (FCPE) offered will not be registered in the
United States with the SEC. In particular, the units of the
employee mutual funds may not be offered or sold directly or
indirectly in the United States (including its territories and
possessions), to or for the benefit of a “U.S. Person”, as defined
by U.S. regulations. Persons wishing to subscribe for units in
these employee mutual funds must certify by subscribing that they
are not “U.S. Persons”. The definition of “U.S. Persons” is
available on the FCPE Management Company’s website
(www.amundi.com).
VII. EMPLOYEE CONTACT
For any question relating to this offering, the
beneficiaries may contact their contact indicated in the
documentation made available to them prior to opening of the
subscription.
This press release constitutes the
information document required to benefit from the prospectus
publication exemptions provided for in Article 1 4°i) and 5°h) of
Regulation (EU) 2017/1129 of 14 June 2017.
Contacts
Nicolas Buron
Director of Investor Relations, Financing & Treasury
Phone: + 33 (0)1 75 49 98 30 - nicolas.buron@elis.com
Charline Lefaucheux
Investor Relations
Phone: + 33 (0)1 75 49 98 15 - charline.lefaucheux@elis.com
- Elis announces a 2024 “Elis for All” employee share ownership
plan
Elis (EU:ELIS)
Historical Stock Chart
From Nov 2024 to Dec 2024
Elis (EU:ELIS)
Historical Stock Chart
From Dec 2023 to Dec 2024
