NATIXIS // 2021 Universal Registration Document
5 CONSOLIDATED FINANCIAL STATEMENTS AT DECEMBER 31, 2021 Consolidated financial statements and notes
Capital management Note 11
11.1
Share capital
Ordinary shares
Number of shares
Par value
Capital in euros
Opening balance Capital increase
3,155,951,502
1.60 1.60
5,049,522,403
2,006,829
3,210,926
CLOSING BALANCE
3,157,958,331
5,052,733,330
At December 31, 2021, there were 2,461,581 treasury shares, compared to 4,014,663 treasury shares held as at December 31, 2020. The capital increases carried out over the 2021 fiscal year correspond to the allocation of free shares to certain Natixis employees, as part of the share-based deferred variable compensation plan for 2018 and 2019 and the Long Term Incentive Plan 2017 (LTIP). 11.2 Natixis’ main capital management objectives are to ensure that the Group meets the capital requirements imposed by its external environment and maintains an adequate rating to support its activity and maximize shareholder value. Natixis adapts the management of its capital structure in line with changes in economic conditions and in the risk profile of its operations. Its objectives, policies and procedures remained unchanged in 2021. Capital management and preference shares In accordance with IAS 32, issued financial instruments are classified as debt or equity depending on whether or not they incorporate a contractual obligation to deliver cash to the holder. Since December 31, 2009, issues of perpetual deeply subordinated notes and preference shares have been recognized as equity instruments issued in accordance with a clause concerning dividend payments which has become discretionary and have been booked to “Consolidated reserves” in the consolidated balance sheet. Equity instruments issued 11.3 Perpetual deeply subordinated notes 11.3.1
The conversion of these debt instruments into equity instruments had generated a gain of €418 million recognized in income on June 30, 2009. Issues after June 30, 2009 were always classified as equity given the discretionary nature of their interest. Deeply subordinated notes amounted to €2,248.3 million at December 31, 2021 (compared with €1,978 million as at December 31, 2020). The increase of €270.3 million over the year is part of the management of the prudential capital trajectory and corresponds to: an issue of undated deeply subordinated loans (French ESSDI) V subscribed by BPCE on June 14, 2021 for an amount of €500 million; a repayment of undated deeply subordinated notes (French TSSDI) V subscribed by BPCE in the third quarter of 2021 for an amount of €500 million; an undated deeply subordinated loan subscribed by BPCE on V December 13, 2021 for an amount of $430 million (€381.3 million); a redemption of undated deeply subordinated notes subscribed V by BPCE on December 31, 2021 for an amount of €111 million. This transaction resulted in the recognition in consolidated reserves of an impact of -€101.2 million corresponding to the difference between the redemption price of this security and its book value in equity. This difference breaks down between, on the one hand, the reversal of the capital gain that was recognized in profit or loss in 2009 when this security was reclassified for its fair value in equity for an amount of -€62.5 million and, on the other hand, cumulative currency effects on the securities issued in dollars for an amount net of tax of -€38.7 million. Note that the gross amount of exchange rate fluctuations in deeply subordinated notes in foreign currencies recorded in income at December 31, 2021 amounted to a positive €69 million, or €49.4 million after tax, compared with a negative €85.6 million as at December 31, 2020, or -€58.2 million after tax. The main characteristics of the undated deeply subordinated notes are available on the Natixis website (www.natixis.groupebpce.com).
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NATIXIS UNIVERSAL REGISTRATION DOCUMENT 2021
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