Regulatory News:
Groupe SEB (Paris:SK) announces the launch of a new employee
share ownership plan which will allow collaborators to subscribe to
a capital increase reserved on preferential terms. This employee
share ownership plan will cover more than 30 countries where the
Group is present and involve 20,000 collaborators.
At the end of a very successful 2018, the Group wishes to
acknowledge the commitment and major contribution of its teams to
accelerate its transformation (integration of new brands,
international growth, digitalization of activities) and give its
employees the opportunity to support it in its strategic projects,
in an equity-based way.
The plan, entitled "Horizon 2019", will consist of a single
subscription formula known as "classic" for the Company's shares,
through a Fonds Commun de Placement d’Entreprise (FCPE – Company
mutual fund) or in the form of a direct subscription and holding of
SEB SA shares, depending on the regulatory and tax constraints in
the countries where the offer will be implemented. The terms and
conditions of the employee share ownership plan are detailed in the
appendix to this press release.
" As a pioneer in the implementation of profit-sharing, Groupe
SEB wishes to continue to involve its collaborators to its
performance and development, with a long-term perspective. This new
employee share ownership plan will enable them to strengthen their
place in the capital alongside the historical shareholders," said
Thierry de La Tour d'Artaise, Chairman and Chief Executive Officer
of Groupe SEB.
TERMS AND CONDITIONS
ISSUING COMPANY
SEB S.A. (hereinafter the "Company")Head office: 112 Chemin du
Moulin Carron, Campus SEB, 69130 EcullyShare capital: 50,169,049
euros divided into 50,169,049 shares as at May 22, 2019RCS Lyon 300
349 636Euronext Paris (France)Ordinary share ISIN code: FR
000012171709
FRAMEWORK OF THE PLAN - SECURITIES OFFERED
The Company's shareholders, meeting on May 22, 2019 in a
combined general meeting, delegated to the Board of Directors the
authority to decide to increase the Company's share capital on one
or more occasions, up to a maximum nominal amount of 501,690 euros,
by issuing a maximum of 501,690 new shares with a par value of one
euro each, or other securities giving access to the Company's share
capital, reserved for employees of the Company and French and
foreign companies affiliated to it under the conditions of Articles
L. 225-180 of the French Commercial Code and L. 3344-1 of the
French Labour Code, members of a Group company savings plan in
accordance with the 23rd resolution.
In accordance with this delegation, on May 22, 2019, the Board
of Directors decided in principle to issue ordinary shares to
employees participating in a Group company savings plan at a
subscription price determined in accordance with the provisions of
Articles L. 3332-18 et seq. of the French Labour Code, subject to a
discount, determined the main characteristics and delegated to the
Chairman and Chief Executive Officer of the Company the powers
necessary for the implementation of the Plan.
The Board of Directors or the Chairman and Chief Executive
Officer, upon delegation by the Board, will adopt the final terms
and conditions of the transaction on June 4, 2019; in particular,
it will set the subscription price of the new shares on that date,
which will be equal to the Reference Price less a 20% discount.
In accordance with the provisions of Article L. 3332-19 of the
French Labor Code, the Reference Price will be equal to the average
of the SEB share prices on the Euronext Paris market during the
twenty (20) trading days preceding the date of the decision setting
the subscription price.
The maximum number of SEB SA shares that may be issued under
this offer is 501,690 with a par value of 1€ each (corresponding to
a maximum capital increase of €501,690).
SUBSCRIPTION CONDITIONS
- Beneficiaries of the share offer
reserved for employees: the beneficiaries of the offer are (i)
employees, and corporate officers under the conditions provided for
in Article L. 3332-2 of the French Labour Code, companies in the
scope of consolidation that have joined the French or international
group savings plan, as the case may be, regardless of the nature of
their employment contract (fixed-term or permanent, full-time or
part-time) and justifying three months' seniority at the end of the
subscription period and (ii) early retirees and retirees of the
Group's French companies that have retained assets within the
French group savings plan since they left the Group.
- Companies within the scope of the
offer:
- The Company, and
- Groupe SEB companies, whose registered
office is located in France or abroad, that have joined Groupe
SEB's French or international group savings plan.
- Subscription terms: the shares
will be subscribed either directly or through a company mutual
fund, depending on the regulations and/or taxation applicable in
the various countries of residence of the beneficiaries of the
capital increase.
- Subscription formula: employees
will be able to subscribe for SEB shares as part of a single
"classic" subscription formula; employees will be able to receive
an employer contribution in accordance with the terms and
conditions described in the documentation relating to the
transaction that will be provided to them. The contribution will
consist of additional SEB shares taken from the Company's treasury
shares.
- Subscription cap: the annual
payments of the beneficiaries of the offer into the French or
international group savings plan may not exceed, pursuant to
Article L. 3332-10 of the French Labour Code, one quarter of their
gross annual remuneration for 2018, subject to other constraints
resulting from local regulations.
- Holding period of SEB shares or
corresponding FCPE units: the subscribers to the offer must
keep the subscribed shares or the corresponding FCPE units for a
period of five (5) years from the date of completion of the capital
increase, unless an early exit event occurs.
- Exercise of voting rights attached
to shares: when the shares are subscribed for and then held
through a FCPE, the voting rights attached to these shares will be
exercised by the Supervisory Board of the FCPE concerned; when the
shares are subscribed for directly by the employees, the voting
rights will be exercised individually by the employees
concerned.
INDICATIVE TIMETABLE FOR THE PLAN
- Setting of the subscription price: June
4, 2019
- Subscription period: from June 7
(inclusive) to June 21, 2019 (inclusive)
- Settlement/Payment and delivery of the
offer scheduled for July 23, 2019
QUOTATION
The admission of the new SEB shares to trading on Euronext Paris
(ISIN Code: FR 0000121709) on the same line as the existing shares
will be requested as soon as possible after the completion of the
capital increase scheduled for July 23, 2019.
LEGAL NOTICE
This press release does not constitute an offer to sell or a
solicitation to subscribe for SEB shares. The offer of SEB shares
reserved for employees will be made only in countries where such an
offer has been registered 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 have been
completed and the necessary authorizations have been obtained.
The Shares have not been and will not be registered under the US
Securities Act of 1933.
CONTACT
For any question relating to this offer, beneficiaries may
contact their Human Resource Manager and/or any other person as
specified in the documents provided to beneficiaries.
This press release is the information document required by
Article 212-4 5° of the AMF General Regulation and Article 14 of
AMF Instruction 2016-04 of January 15, 2018.
Change of date
Please note that, following a change in the agenda of the Board
of Directors, the publication date of the 9-month sales and
financial information has been modified. Initially scheduled on 24
October, it has been postponed to 29 October 2019.
Below is our updated financial communication calendar.
Next key dates July 24 | before
market opening Sales and Results H1 2019
October 29 |
after market closing Sales and financial information 9 months 2019
Find us on… www.groupeseb.com
World reference in small domestic equipment, Groupe SEB operates
with a unique portfolio of 30 top brands including Tefal, Seb,
Rowenta, Moulinex, Krups, Lagostina, All-Clad, WMF, Emsa, Supor,
marketed through multi-format retailing. Selling more than 350
million products a year, it deploys a long-term strategy focused on
innovation, international development, competitiveness and service
to clients. With products being present in over 150 countries,
Groupe SEB generated sales of approximately €6,8 billion in 2018
and had more than 33,000 employees worldwide.
SEB SA
SEB SA - N° RCS 300 349 636 RCS LYON
– with a share capital of €50,169,049 – Intracommunity VAT: FR
12300349636
View source
version on businesswire.com: https://www.businesswire.com/news/home/20190526005028/en/
Investors / AnalystsGroupe SEBFinancial
Communication & IRDepartment
Isabelle Posth & Raphaël HoffstetterCampus SEB –
112 chemin du Moulin Carron69130 Ecully
comfin@groupeseb.com
Tél. +33 (0) 4 72 18 16 04
PressGroupe SEBCorporate Communication
Department
Cathy Pianon & Anissa Djaadi
com@groupeseb.com
Tél. + 33 (0) 6 33 13 02 00+33 (0) 6 88 20 90
88
Image SeptCaroline SimonClaire
DoligezIsabelle Dunoyer de Segonzac
caroline.simon@image7.frcdoligez@image7.frisegonzac@image7.fr
Tél. : +33 (0) 1 53 70 74 70
SEB (EU:SK)
Gráfica de Acción Histórica
De Mar 2024 a Abr 2024
SEB (EU:SK)
Gráfica de Acción Histórica
De Abr 2023 a Abr 2024