EURONEXT_Registration_Document_2017

GENERAL DESCRIPTION OF THE COMPANY AND ITS SHARE CAPITAL

Share Classes and Major Shareholders

Since 21 June 2017, the group of Reference shareholders comprises:

INDIVIDUAL SHAREHOLDING (% OF CAPITAL)

NUMBER OF SHARES

NAME OF REFERENCE SHAREHOLDER

BNP Paribas group

1,554,000

2.22%

ABN AMRO Bank N.V. through its subsidiary ABN AMRO Participaties Fund I B.V.

1,148,000

1.64%

Caisse des Dépôts et Consignations

2,100,000

3.00%

Bpifrance Participations

2,100,000

3.00%

Euroclear S.A./N.V.

5,600,000

8.00%

Société Fédérale de Participations et d’Investissement/ Federale Participatie – en Investeringsmaatschappij

3,150,000

4.50%

Société Générale

1,050,000

1.50%

TOTAL SHAREHOLDING

16,702,000

23.86%

From 27 May 2014 to 20 June 2017, the Reference shareholders comprised:

INDIVIDUAL SHAREHOLDING (% OF CAPITAL)

NUMBER OF SHARES

NAME OF REFERENCE SHAREHOLDER

BNP Paribas S.A.

3,850,000

5.50%

BNP Paribas Fortis S.A./N.V.

1,050,000

1.50%

ABN AMRO Bank N.V. through its subsidiary ABN AMRO Participaties Fund I B.V.

1,148,000

1.64%

4

ASR Levensverzekering N.V.

581,000

0.83%

Caisse des Dépôts et Consignations

2,100,000

3.00%

Bpifrance Participations

2,100,000

3.00%

Euroclear S.A./N.V.

5,600,000

8.00%

Novo Banco B.A.

875,000

1.25%

Société Fédérale de Participations et d’Investissement/ Federale Participatie – en Investeringsmaatschappij

3,150,000

4.50%

Société Générale

2,100,000

3.00%

BancoBPI Pension Fund represented by BPI Vida e Pensões – Companhia de Seguros , S.A.

798,000

1.14%

TOTAL FORMER SHAREHOLDING

23,352,000

33.36%

Share Transfer Restriction Under the Reference shareholders Agreement, each of the Reference shareholders has agreed not to sell or otherwise transfer or dispose of any of the Ordinary Shares such Reference shareholder acquires pursuant to the Share Purchase Agreement for a period of two years commencing on 21 June 2017. This transfer restriction will not apply to any transfers to (i) affiliates of a Reference shareholder, provided that the transferee agrees to be bound by this transfer restriction and the other terms and conditions of the Reference shareholders Agreement and shall accede to the Reference shareholders Agreement, (ii) another Reference shareholder, provided that the Ordinary Shares transferred will continue to be subject to the transfer restriction and the other terms and conditions of the Reference shareholders Agreement as if originally held by the acquiring Reference shareholder, and (iii) a third party with the unanimous consent in writing of the Reference shareholders (subject to the consent of the relevant regulator(s), such consent not to be unreasonably withheld and provided the third party shall accede to the Reference shareholders Agreement, and further provided that no mandatory bid obligation is triggered by such transfer. In the

case of transfers to an affiliate of a Reference shareholder, such affiliate must retransfer the relevant Ordinary Shares to the original Reference shareholder prior to ceasing to be an affiliate of such Reference shareholder. In the case of proposed transfers to another Reference shareholder, the other Reference shareholders will have a right of first refusal pro rata to their respective holdings, and such transfer may not result in any Reference shareholder, together with its affiliates, holding one third or more of the aggregate shareholding of the Reference shareholders. In addition, repo and securities lending transactions may be excluded from this restriction on the basis of guidelines to be agreed. In the event of a tender offer announced or made by any person to acquire all or a portion of the Ordinary Shares, the Reference shareholders will review and assess the merits of the proposed bid and adopt a common position. Subject to consulting with the Euronext College of Regulators, if the outcome of that procedure is that the Reference shareholders decide to accept the offer, once made, the transfer restriction will not apply, except as provided to the contrary in any declaration of no-objection and subject to any and all other requirements and restrictions under applicable

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2017 REGISTRATION DOCUMENT

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