Assystem - Registration Document 2016

INFORMATION ABOUT THE COMPANY AND ITS SHARE CAPITAL

INFORMATION ABOUT THE SHARE CAPITAL

remained outstanding, representing approximately 8.8% of the original issue. At 31 December 2016, a total of 490,268 Odirnane bonds remained outstanding ( i.e. 8.75% of the original issue). On 1 February 2017, Assystem announced that it intended to redeem in advance of maturity all of its outstanding Odirnane bonds. All of these bonds were redeemed in cash – with no Assystem shares allocated to the bondholders – for a total amount of €14.35 million, including accrued coupons, which was paid between end-February and 6 March 2017. Consequently, at the date this Registration Document was filed there were no longer any Odirnane bonds outstanding. For further information see Notes 2.7, 8 and 14 to the consolidated financial statements in Chapter 6, Section 6.1 of this Registration Document.

The AMF approved the Prospectus for the Odirnane bond issue under no. 14–380 dated 9 July 2014. Following a reverse bookbuilding process carried out between 26 and 27 September 2016, Assystem bought back 2,833,281 of the Odirnane bonds, representing approximately 50.6% of the original issue. In order to treat all of the Odirnane bondholders equitably, the Company then decided to launch a buyback process in France. The offer period ran from 3 October to 7 October 2016 (inclusive) with an offer price of €34.50 per bond (including accrued coupons), corresponding to the same price as for the reverse bookbuilding process. A total of 2,274,766 Odirnane bonds were tendered to the buyback offer, representing approximately 40.6% of the original issue. The settlement-delivery date for the buybacks was 13 October 2016. The total number of Odirnane bonds bought back by the Company through the reverse bookbuilding and buyback processes amounted to 5,108,047, representing approximately 91.2% of the original issue. Consequently, following these processes, 494,193 Odirnane bonds

7.2.7

STOCK OPTIONS

No stock options were awarded in 2016.

7.2.8

FREE SHARE AND PERFORMANCE SHARE AWARDS

The Board of Directors awarded the following free shares and performance shares in 2016:

07/2016 plan

11/2016 plan

Date of AGM

24/05/2016 24/05/2016 04/07/2016 07/11/2016

Date of award (Board of Directors meeting)

Number of free shares or performance shares awarded

300,300

7,000

Number of beneficiaries

91

1

Vesting date Tranche 1 Tranche 2

30/04/2017 30/04/2020 31/12/2018 30/04/2020 31/12/2018

End of lock-up period

Number of free shares or performance shares vested Number of free shares or performance shares not yet vested

0

0

300,300

7,000

The table below provides a summary of the free share and performance share plans put in place by the Group (also see Note 5 in Chapter 6, Section 6.1).

11/2011 plan

03/2012 plan

11/2012 plan

03/2014 plan

05/2014 plan

05/2014 plan

07/2014 plan

04/2015 plan

7

Date of AGM

05/05/2010

05/05/2010

05/05/2010 22/05/2013 22/05/2013 22/05/2014 22/05/2014 22/05/2014

Date of award (Management Board meeting) Number of free shares or performance shares awarded Number of beneficiaries

29/11/2011

13/03/2012

07/11/2012 24/03/2014 12/05/2014 22/05/2014 07/07/2014 29/04/2015

108,900 60,000

1,000

46,393

9,000*

6,000*

500*

1,500*

2,500*

57

5

1

2,006

2

1

1

3

1

Vesting date 31/03/2014 14/03/2015 13/03/2014 08/11/2014 24/03/2016 12/05/2016 22/05/2016 07/07/2018 29/04/2017 End of lock-up period 31/03/2016 14/03/2017 13/03/2016 08/11/2016 24/03/2018 12/05/2018 22/05/2018 07/07/2018 29/04/2019 Number of free shares or performance shares vested 91,176 49,780 1,000 37,401 7,000 6,000 500 0 0

Number of free shares or performance shares not yet vested

0

0

0

0

2,000

0

0

1,500

2,500

* Share awards subject to a single condition, i.e. that the beneficiary still forms part of the Group at the vesting date.

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ASSYSTEM

REGISTRATION DOCUMENT 2016