ESI Group: Share Buyback Program
23 Giugno 2021 - 6:00PM
Business Wire
Regulatory News:
In accordance with the provisions of the European Regulation No.
596/2014 of April 16, 2014 on market abuse, Articles 241-1 et seq
of the General Regulation of the French Financial Markets Authority
and Articles L.225-209 et seq of the French commercial Code, the
present document describes the objectives and modalities of ESI
Group’s (Paris:ESI) share buyback program, as authorized by the
Combined Annual General Meeting held on June 22, 2021 and
implemented by the Board of Directors during its meeting held on
the same day.
This new program terminates the previous one authorized by the
Combined General Meeting of June 25, 2020. During the 2020
financial period, ESI Group did not buy back any shares.
Shares issued by ESI Group, listed on Euronext Paris (ISIN code
FR0004110310).
- Objectives of the buyback program
I. stimulate the secondary market or
the liquidity of ESI Group shares through a liquidity contract
signed with an investment service provider and compliant with the
AMAFI’s Code of Ethics dated September 23, 2008 and approved by the
French Financial Markets Authority (AMF),
II. fulfill its share issue
obligations, in accordance with the terms and conditions set forth
by law, undertaken as part of the following: – plans granting stock
options for the purchase of existing shares by the Group’s
employees or corporate officers, – employee profit-sharing plans
under which these shares would be granted to employees and/or
corporate officers, – free share grants to the Group’s employees
and corporate officers, – shares provided upon exercise of the
rights attached to securities giving access to shares by any means,
whether immediately or in the future, under the conditions set
forth by the AMF and at any time deemed appropriate by the Board of
Directors,
III. retain shares to subsequently use
them in exchange or as payment for future business
acquisitions,
IV. cancel shares by a reduction in
share capital.
The maximum purchase price is set at €75 per share. The maximum
amount that the company may spend within the framework of this
buyback program is set at €16,000,000.
- Buy-back terms and conditions
The shares may be purchased or retained at the discretion of the
Board of Directors by any means by trading on or off the market, or
on an over-the-counter market, on one or more occasions. All shares
purchased under the authorized share buyback program may be
acquired in the form of blocks of shares. Such transactions may be
carried out at any time, including during public offering periods,
in accordance with the regulations in force.
- Duration of the buy-back program
18 months as from June 22, 2021, i.e. until December 21, 2022.
The Board of Directors shall inform shareholders of any purchases
or sales carried out pursuant to this authorization in its
management report.
- Treasury shares held as of June 22, 2021
As at June 22, 2021, the company held 363,281 shares
representing 6.0 % of its share capital.
The Group favors an allocation of shares to cover employee share
ownership plans and potential acquisitions.
- Maximum proportion of share capital
10% of the share capital (i.e. 606,309 shares to date), being
specified that this limit is assessed as at the date of the
buybacks in order to take into account any capital increase or
reduction that may occur during the program. The number of shares
considered to calculate this limit corresponds to the number of
shares purchased, less the number of shares resold during the
program as part of the liquidity objective.
As the company cannot hold more than 10% of its share capital,
considering the number of shares already held, that is 363,281
shares (representing 6.0% of the share capital), the maximum number
of shares that may be purchased will be 243,028 shares (i.e. 4.0%
of the share capital) unless to sell or cancel the shares already
held.
Upcoming events
2021 HY Sales and Results
September 9, 2021
Investor Day
October 5, 2021
About ESI Group Founded in 1973, ESI Group is a leading
innovator in Virtual Prototyping solutions and a global enabler of
industrial transformation. Thanks to the company’s unique know-how
in the physics of materials, it has developed and refined, over the
last 45 years, advanced simulation capabilities. Having identified
gaps in the traditional approach to Product Lifecycle Management
(PLM), ESI has introduced a holistic methodology centered on
industrial productivity and product performance throughout its
entire lifecycle, i.e. Product Performance Lifecycle™, from
engineering to manufacturing and in operation. Present in more than
20 countries, and in major industrial sectors, ESI employs 1200
high level specialists around the world and reported 2020 sales of
€132.6 million. ESI is headquartered in France and is listed on
compartment B of Euronext Paris. For further information, go to
www.esi-group.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20210623005644/en/
ESI - Press & Shareholders contact Florence Barré
investors@esi-group.com +33 1 49 78 28 28
Verbatee – Press & Investors Relations Jérôme Goaer, j.goaer@verbatee.com, +33 6 61
61 79 34 Aline
Besselièvre, a.besselievre@verbatee.com, +33 6 61 85 10
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