Paris, may 29, 2017 Valeo announces the launch of an offer for the subscription of shares reserved for employees. Approximately 85 000 employees of the Group are eligible to participate in the Offer is deployed in 21 countries.
Download the free guide
Boost your gains
The main terms and conditions of this operation are described below.
TRANSMITTER
Valeo, a Société anonyme with a share capital of 239 143 131 euros, having its registered office at 43, rue Bayen 75017 Paris Cedex 17 France, RCS Paris 552 030 967 (the ” Company “)
Listing : Euronext Paris (France)
ISIN Code : FR0013176526 EN
The OBJECTIVES OF The OPERATION
This plan is part of the deployment policy of the employee shareholders of Valeo, both in France and internationally, in order to associate employees to the Group’s results.
PART OF The TRANSACTION OFFERED SECURITIES
The offer is made in application of articles L. 3332-18 and following of the labour Code, in the framework of the Plan d’epargne Group (PEG) and Savings Plan of International Group (PEGI) from Valeo.
The purchase of the shares is implemented in application of the 20th resolution of the general Meeting of shareholders of may 26, 2015. Subscribers to the international will benefit from a free allocation of shares carried out on the basis of the 20th resolution of the general Meeting of shareholders of may 26, 2016.
The offer for the subscription of shares is for a total of 4 244 489 shares of Valeo, with a nominal value of 1 euro per share.
The shares will bear dividend rights as at 1 January 2017 and will be fully assimilated to existing shares upon their issuance.
DETAILS OF THE SUBSCRIPTION
Beneficiaries of the offer
The offer is open to employees having a seniority of at least three months, acquired consecutively or not, between January 1, 2016 and the last day of the subscription period with a company in the Valeo Group are members of the PEG or PEGI, as the case may be, on the perimeter made up of the following countries : France, Germany, Belgium, Brazil, China, South Korea, Egypt, Spain, Usa, Hungary, India, Indonesia, Ireland, Italy, Mexico, Poland, the Czech Republic, Romania, Thailand and Turkey. The acquisition of the shares will also be open in Japan, with a timetable and specific conditions.
The offer is also open in France to the former employees retirees and pre-retirees having kept assets in the PEG since their departure from the group.
Formula of subscription
Employees may subscribe shares by the intermediary of the mutual fund business “Valeorizon Relay 2017” is intended to be merged into the FCPE “Valeorizon” after agreement of the supervisory Board of the FCPE and approval of the AMF, in some countries, by stock live. The investment of the employee will follow the evolution of the share price Valeo upward as well as downward.
The subscription for shares enables the employees subscribing within the framework of the PEG to receive a matching contribution from their employer.
Outside France, employees will receive free shares conditional governed by the regulations of the plan adopted by the Company. The free shares allocated are existing shares of Valeo redeemed by the Company.
Mode of conservation of the shares, to Exercise voting rights
The underwriting is carried out by the intermediary of a fonds commun de placement d’entreprise or, in some countries, in direct shareholding.
The voting rights attached to the securities held in the FCPE will be exercised by the FCPE supervisory Board.
The voting rights attached to the securities held in the direct will be exercised by the subscriber.
Subscription price
The subscription price will be equal to the average opening price of the share Valeo on the 20 trading sessions between 8 may and 2 June 2017, after application of a discount of 20 %.
Subscription period
The recipients of the offer will be able to subscribe to the offer as of June 6, 2017 (included) to 19 June 2017 (inclusive).
Unavailability
Subject of planned developments for some countries, the shares and the shares subscribed to in direct will be blocked over a period of 5 years as provided by the PEG and the PEGI, except in the occurrence of one of the cases of early release provided for by articles L. 3332-25 and R. 3324-22 of the labour Code, and as applicable in the various countries of deployment of the offer.
CAPITAL INCREASE AND LISTING OF THE SHARES
The increase in capital and delivery of shares of Valeo in the context of the offer should intervene on July 27, 2017. An application for listing of the shares Valeo issued in the framework of the offer on Euronext Paris will be made as soon as possible after the capital increase on the same listing line as the existing shares.
SPECIFIC REFERENCE
This press release does not constitute an offer to sell or a solicitation to subscribe for shares in Valeo.
The offer is strictly reserved to the beneficiaries referred to in this press release, and will be implemented only in those countries where such an offering has been the subject of a registration or a notification to the competent local authorities and/or following the approval of a prospectus by the competent local authorities or in consideration of an exemption to the obligation to establish a prospectus or to proceed with a registration or a notification of the offer.
More generally, the offering will only be conducted in countries where all of the registrations and/or notifications required have been completed and the necessary authorizations have been obtained.
CONTACT
For any matter related to the bid, the beneficiaries may address their human resources manager and/or any other person as specified in the documents on the offer put to them.
This document is prepared in application of articles 212-4, 5° and 212-5, 6° of the AMF’s general regulations and article 14 of AMF circular n° 2005-11 of 13 December 2005.
Download the free guide
Boost your gains
