EURAZEO_REGISTRATION_DOCUMENT_2017

INFORMATION ON THE COMPANY AND THE SHARE CAPITAL Shareholders’ agreements

Europcar Groupe shareholders’ agreement Following the Europcar Groupe IPO, Eurazeo and ECIP Europcar Sarl entered into a shareholders’ agreement on July 31, 2015 governing their investment in Europcar Groupe. Under the terms of this agreement, Eurazeo and ECIP Europcar Sarl agreed that in the event of the disposal of all or part of the investment held by Eurazeo or ECIP Europcar Sarl in Europcar Groupe, Eurazeo and ECIP Europcar Sarl would sell their respective investments in Europcar Groupe at the same time and under the same financial and legal terms and conditions. The parties declared that they did not act in concert with respect to Europcar Groupe within the meaning of Article L. 233-10 of the French Commercial Code. The shareholders’ agreement will continue in effect as long as both parties hold shares in Europcar Groupe. Both parties may terminate the agreement by notifying the other party in writing three months prior to the effective date of termination. Other shareholders’ agreements Eurazeo and its subsidiaries enter into shareholders’ agreements with third parties in the normal course of their investment activities. These agreements generally lay down the applicable governance rules and the procedures to be followed for the sale of the relevant portfolio company securities. They may also draw up forecast schedules for the exit of shareholders from the share capital of the relevant companies. All such agreements are subject to confidentiality obligations. A new shareholders’ agreement was signed on October 14, 2016 in respect of Moncler Spa and was published with the Italian stock market authorities. (It is presented on the Italian stock market authority website, www.consob.it).

Following the sale by ColDay of its entire investment in AccorHotels, the shareholders’ agreement was automatically terminated and the joint action ended on January 31, 2017 (AMF notice no. 217C03). A shareholders’ agreement was signed on June 26, 2008 with ECIP Agree SARL, a Luxembourg-registered company formed for the purpose of syndicating the investment in AccorHotels held by Legendre Holding 19, which is controlled by Eurazeo. This agreement provides that in the event of disposal by Eurazeo of its shares, the investors would sell their shares to the third-party buyer on a pari passu basis with Eurazeo, in proportion to their investment in Legendre Holding 19. In addition, Eurazeo holds pre-emptive rights in the event of a third party offer on all or part of the Legendre Holding 19 shares held by one or several investors. Elis shareholders’ agreement Following the Elis IPO, Eurazeo and ECIP Elis Sarl entered into a shareholders’ agreement on March 23, 2015 governing their investment in Elis. Under the terms of this agreement, Eurazeo and ECIP Elis Sarl agreed that in the event of the disposal of all or part of the investment held by Eurazeo or ECIP Elis Sarl in the company, Eurazeo and ECIP Elis Sarl would sell their respective investments in Elis at the same time and under the same financial and legal terms and conditions. The parties declared that they did not act in concert with respect to Elis within the meaning of Article L. 233-10 of the French Commercial Code. The shareholders’ agreement will continue in effect as long as both parties hold shares in Elis. Both parties may terminate the agreement by notifying the other party in writing three months prior to the effective date of termination. Following the sale by Eurazeo and ECIP Elis Sarl of their entire investment in Elis, the shareholders’ agreement was terminated as of right on October 4, 2017.

6

335

Eurazeo

2017 Registration document

Made with FlippingBook - Online catalogs