Capgemini SE: Launch of a seventh Employee Share Ownership Plan
16 Settembre 2020 - 5:45PM
Capgemini SE: Launch of a seventh Employee Share Ownership Plan
Media Relations:
Florence Lièvre Tel.: +33 1 47 54 50
71florence.lievre@capgemini.com
Investor Relations:
Vincent Biraud Tel.: +33 1 47 54 50
87vincent.biraud@capgemini.com
Launch of a seventh Employee Share
Ownership Plan
Paris, September 16, 2020 – Capgemini
announces the launch of a seventh Employee Share Ownership Plan
(ESOP).
The new employee share ownership plan is offered
to approximately 96% of the employees and is part of the Group’s
policy to associate all employees with its development and
performance. The employee shareholding resulting from previous
ESOPs represents 5.1% of Capgemini SE’s share capital. This seventh
ESOP will be implemented through a capital increase reserved for
the Capgemini employees for a maximum of 3,000,000 shares (i.e.
1.77% of outstanding shares), with settlement-delivery no later
than December 17, 2020.
As in 2019, the Board of Directors of Capgemini
SE at its meeting of June 10 and 11, 2020 decided to authorize a
dedicated share buyback envelope. This envelope could be used
within the next 12 months1 to neutralize all or part of the
dilutive effect of this capital increase. The terms of these
transactions are in accordance with the authorizations granted by
the Shareholders’ Meeting of May 20, 2020.
According to the planned schedule, the
reservation period will be opened from September 17 to October 6,
2020 (inclusive) and will be followed by a subscription/revocation
period from November 10 to November 12, 2020 (inclusive). The
subscription price of the new shares will be set on November 5,
2020 and the capital increase will be completed on December 17,
2020.
Employees will be able to subscribe to Capgemini
shares within the framework of subscription leveraged and
guaranteed formulas. These formulas will allow employees, until the
shares become available, to benefit from a guarantee on the amount
invested into this plan. The voting rights will be exercised by the
subscribers who – depending on the formula and the applicable
country – will be an FCPE, the employees via direct shareholding
and/or the financial institution structuring the offer.
The implementation of the leveraged guaranteed
offering implies hedging transactions entered into by the financial
institution structuring the offer (Crédit Agricole Corporate and
Investment Bank), on market or off-market, through purchases and/or
sales of shares, purchase of call options and/or any other
transactions, at any time, including during the Reference Price2
fixing period, i.e. from October 8 to November 4, 2020, and over
the entire course of the plan, i.e. until December 17, 2025.
About Capgemini
Capgemini is a global leader in consulting,
digital transformation, technology and engineering services. The
Group is at the forefront of innovation to address the entire
breadth of clients’ opportunities in the evolving world of cloud,
digital and platforms. Building on its strong more than 50-year
heritage and deep industry-specific expertise, Capgemini enables
organizations to realize their business ambitions through an array
of services from strategy to operations. Capgemini is driven by the
conviction that the business value of technology comes from and
through people. Today, it is a multicultural company of 270,000
team members in almost 50 countries. With Altran, the Group
reported 2019 combined revenues of €17 billion.Visit us
at www.capgemini.com. People matter, results count.
DISCLAIMER
This press release may contain forward-looking
statements. Such statements may include projections, estimates,
assumptions, statements regarding plans, objectives, intentions
and/or expectations with respect to future financial results,
events, operations and services and product development, as well as
statements, regarding future performance or events. Forward-looking
statements are generally identified by the words “expects”,
“anticipates”, “believes”, “intends”, “estimates”, “plans”,
“projects”, “may”, “would” “should” or the negatives of these terms
and similar expressions. Although Capgemini’s management currently
believes that the expectations reflected in such forward-looking
statements are reasonable, investors are cautioned that
forward-looking statements are subject to various risks and
uncertainties (including without limitation risks identified in
Capgemini’s Universal Registration Document available on
Capgemini’s website), because they relate to future events and
depend on future circumstances that may or may not occur and may be
different from those anticipated, many of which are difficult to
predict and generally beyond the control of Capgemini. Actual
results and developments may differ materially from those expressed
in, implied by or projected by forward-looking statements.
Forward-looking statements are not intended to and do not give any
assurances or comfort as to future events or results. Other than as
required by applicable law, Capgemini does not undertake any
obligation to update or revise any forward-looking statement.This
press release does not contain or constitute an offer of securities
for sale or an invitation or inducement to invest in securities in
France, the United States or any other jurisdiction.
IMPORTANT NOTICE
This press release does not constitute an offer
to sell or a solicitation of offers to subscribe to Capgemini
shares. The capital increase of Capgemini reserved for employees
will be conducted only in countries where such an offering has been
registered with 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 of the
requirement to prepare a prospectus or to proceed to a registration
or notification of the offering.
More generally, the offering will only be
conducted in countries where all required filing procedures and/or
notifications have been completed and the required authorizations
have been obtained.
1 As from June 11, 2020, subject to renewal by
the Shareholders’ Meeting of the share buyback authorization
currently in force.
2 The Reference Price corresponds, in accordance with the
provisions of Article L.3332-19 of the French Labor Code, to the
arithmetic average of the volume-weighted average daily trading
prices of Capgemini SE shares on Compartment A of Euronext Paris
over the 20 trading days preceding the setting of the subscription
price.
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