Regulatory News:
Veolia Environnement (Paris:VIE) announces the launch of a
new employee shareholding operation. This operation, offered to
approximately 147,000 Group employees, aims to involve them in
Veolia's development and performance. The settlement and delivery
of the new shares to be issued is expected to take place on
December 8, 2021.
The main terms of this transaction are described below.
Issuing company
Veolia Environnement, a public limited company incorporated
under French law Listing: Euronext Paris (France) Ordinary share
ISIN code: FR0000124141 VIE
Objectives of the
operation
This shareholding plan is part of the Group's policy of
developing employee shareholding. With this operation, Veolia
wishes to involve its employees, both in France and abroad, even
more closely in the Group's development, by offering them the
possibility of subscribing directly or indirectly for Veolia
Environnement shares.
Framework of the operation - Securities
offered
The offer is proposed within the framework of the Veolia
Environnement group savings plan and international group savings
plan in accordance with Articles L. 3332-18 et seq. of the French
Labour Code and on the basis of the shareholders' authorisation
granted by the 20th resolution of the combined general meeting of
April 22, 2021. Its main characteristics were determined by the
decision of the Board of Directors on 4 May 2021. The offer
concerns a maximum number of 11,572,227 shares (i.e. approximately
2% of the share capital).
The dates of the subscription/revocation period and the
subscription price will be determined by a decision of the Chairman
and Chief Executive Officer, acting by delegation of the Board of
Directors, scheduled for 4 November 2021. The subscription price
shall be equal to the average of the closing prices of the Veolia
Environnement share on Euronext Paris during the twenty (20)
trading days preceding the aforementioned decision of the Chairman
and Chief Executive Officer, less a discount of 20% and rounded up
to the next euro cent.
The new shares will carry dividend rights.
Indicative timetable of the
transaction
The timetable below is provided for information purposes only
and may be modified due to events affecting the proper conduct of
the transaction.
Reservation period: from 6 to 24 September 2021 (inclusive)
Subscription price setting: 4 November 2021 Subscription/revocation
period: 5 to 9 November 2021 (inclusive) Settlement and delivery of
the offer: 8 December 2021
Terms and conditions of
subscription
Beneficiaries of the offer
The offer is made pursuant to Articles L. 3332-18 et seq. of the
French Labour Code, within the framework of the Group Savings Plan
(PEG) and the International Group Savings Plan (PEGI) of Veolia
Environnement. In the United Kingdom, employees can also invest in
Veolia Environnement shares under the Share Incentive Plan. It is
open to employees of Veolia Environnement SA and participating
subsidiaries in France and in 39 jurisdictions worldwide, with at
least three months' service with the Group at the closing date of
the revocation period. Retired and early-retired former employees
who have retained assets in the PEG since leaving the Group are
eligible for the operation, without the benefit of the matching
contribution.
Subscription formulas
Beneficiaries can subscribe to Veolia Environnement shares
through two distinct offers, a secured offer with leverage effect
and a classic offer:
- The secured offer with leverage effect: the subscriber benefits
from a gross matching contribution of 100% of his/her personal
contribution up to a limit of 300 euros, a guarantee of his/her
total investment, including the matching contribution, and a
multiple of the possible increase in the Veolia Environnement share
price.
- The classic offer: the subscriber invests in Veolia
Environnement shares with a 20% discount on the price. The
investment made in the classic offer presents a risk of capital
loss insofar as it will follow the evolution of the Veolia
Environnement share price, both upwards and downwards.
Method of holding the shares
Subscriptions are made through an FCPE or, in some countries,
through direct shareholding.
The voting rights attached to the securities held in the FCPE
will be exercised by the FCPE's Supervisory Board. Voting rights
relating to securities held directly will be exercised by the
subscriber.
Unavailability
In accordance with Article L. 3332-25 of the French Labour Code,
the shares subscribed directly and the units of the FCPE will be
blocked for a period of approximately five years unless one of the
cases of early release provided for by Articles L. 3332-25 and R.
3324-22 of the French Labour Code, as applicable in the various
countries where the offer is deployed, occurs.
Hedging transactions
The secured leveraged offer implies that the counterparty bank
of the said offer will carry out hedging transactions, on and/or
off the markets, by means of purchases and/or sales of shares,
purchase of call options and/or any other transactions, at any time
and in particular as from the opening date of the period for
determining the subscription price and throughout the duration of
the operation.
Listing of the shares
Veolia Environnement shares are admitted to trading on Euronext
Paris. The newly issued Veolia Environnement shares will be listed
on the regulated market of Euronext Paris as soon as possible after
the completion of the capital increase. They will be admitted on
the same quotation line as the existing shares (ISIN code: FR
0000124141-VIE) and will be fully assimilated to them as soon as
they are admitted for trading.
Specific mention for the international
market
This press release does not constitute an offer to sell or a
solicitation to subscribe for Veolia Environnement shares. The
offer of Veolia Environnement shares is strictly reserved for the
above-mentioned beneficiaries and will be made only in those
countries where, if applicable, such an offer 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 from the
obligation to prepare a prospectus or to register or notify the
offer.
More generally, the offer will only be made in countries where
all required registration procedures and/or notifications will have
been carried out and the necessary authorisations obtained.
The Veolia Environnement shares that may be acquired in this
offer are not subject to any recommendation by governmental market
or regulatory authorities. No advice or recommendation to invest is
given by Veolia Environnement or any employer. The investment
decision is a personal decision, which must be made by each
employee taking into account his/her or her financial resources,
investment objectives, personal tax situation, other investment
alternatives and the fact that the value of a listed share is
fluctuating. In this respect, beneficiaries are invited to consider
diversification of their investment portfolio to ensure that the
envisaged risk is not too concentrated in a single investment.
The offer is made on a voluntary basis by Veolia Environnement.
Neither Veolia Environnement nor the employers are obliged to
repeat the offer or to make similar offers in the future. The terms
and conditions of the offer do not form part of the employees'
employment contracts.
The Veolia Group's ambition is to become the benchmark company
for ecological transformation. Present on five continents with
nearly 179,000 employees, the Group designs and deploys useful and
concrete solutions for water, waste and energy management that help
to radically change the world. Through its three complementary
activities, Veolia contributes to developing access to resources,
preserving available resources and renewing them. In 2020, the
Veolia group served 95 million people with drinking water and 62
million with wastewater services, produced nearly 43 million
megawatt hours and recovered 47 million metric tons of waste.
Veolia Environnement (Paris Euronext: VIE) generated consolidated
revenue of €26.010 billion in 2020. www.veolia.com
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version on businesswire.com: https://www.businesswire.com/news/home/20210907005357/en/
Group Press relations Laurent Obadia - Evgeniya Mazalova
+ 33 1 85 57 86 25 presse.groupe@veolia.com
Investor relations Ronald Wasylec - Ariane de Lamaze Tel.
+ 33 1 85 57 84 76 / 84 80 investor-relations@veolia.com
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