Boulogne-Billancourt, 18/06/2018 - Groupe Renault announces today the implementation of "Share the Future", an employee shareholding plan in connection with the sale, in November 2017, of Renault shares held by the French State.
The Board of Directors of Renault S.A. decided on February 15, 2018 the principle of an employee shareholding operation by way of a transfer of up to 1,400,000 existing Renault shares handed over by the State to Renault S.A. in accordance with the decree of November 2, 2017, representing 10% of the shares handed over by the State to the private sector under the same decree. The terms of the offering were decided by the Board of Directors on June 15, 2018.
This plan is reserved for employees who have, on the last day of the subscription period, at least three months of seniority in the workforce of the company, in one of its French subsidiaries or in some of its foreign subsidiaries, directly or indirectly majority owned, by pensioners as well as former employees who had an employment contract or remunerated activity for a period of at least five years with the company or its French subsidiaries, who are members of a company savings plan. The plan will take place in 10 countries.
The offer will include, in the context of a group savings plan, a so-called "classic" formula and, subject to local regulations, a so-called "leveraged" formula with a guaranteed personal contribution in euros. It will be carried out, subject to local regulations and / or taxation, through two French employee mutual funds (Fonds communs de placement d’entreprise, or FCPE), or directly. Subject to the amendment of the rules of the group savings plans under which the operation will be made, an employer matching contribution will be offered for both proposed formulas.
The shares offered are ordinary shares, listed on Euronext Paris (Compartment A), with current dividend rights. Being acquired as part of a group savings plan, they will be subject to a mandatory holding period of 5 years, ending May 31, 2023, subject to the cases of early release provided for by the regulations. Voting rights will be exercised directly by shareholders or unitholders.
The sale price of the shares should be fixed on September 7, 2018 by the Chief Executive Officer of Renault S.A. upon delegation by the Board of Directors. It will include a discount of 20% compared to the reference price determined on the basis of the average of the last twenty opening prices on the Euronext Paris market preceding the day of this decision.
Subject to the decision of September 7, 2018, the subscription period shall run from September 18 to October 2, 2018. The shares would be delivered by November 7, 2018 at the latest.
For any questions relating to this offer, the beneficiaries may consult the information brochure and other documents made available to them and / or contact their Human Resources manager. Eligible former employees must contact their custodian account holder for the terms and conditions of the subscription to the offer.
The implementation of the leveraged offer is likely to generate from the financial institution counterparty to the swap agreement (Crédit Agricole CIB) - and possibly other financial institutions counterparties of Crédit Agricole CIB - hedging transactions (in particular purchases and sales of shares, share borrowing/lending and entering into purchase options), in particular before the implementation of the plan (as from the publication of this press release and during the reference price fixing period) and throughout the duration of the plan.
This press release is made in accordance with the exemption from publication of a prospectus of Article 4(1)(e) of the European Directive 2003/71/EC as amended. It constitutes the document required to meet the conditions of exemption from publication of a prospectus as defined by the European Directive 2003/71/CE as amended, transposed into the internal law of each member state of the European Union, and with regard to French law, Articles 212-4 (5°) of the General Regulations of the French Financial Markets Authority ("AMF") and Article 19 of Instruction No. 2016-04 of October 21, 2016, as amended on January 15, 2018. It also constitutes the press release required by article 221-3 of the AMF General Regulations.
Specific mention for the international offer
This press release does not constitute an offer to sell or a solicitation to buy Renault shares. The Renault S.A. share offering reserved for employees will be made only in those countries where such an offer has been registered or notified to the relevant local authorities and / or following the approval of a prospectus by the competent local authorities, or in consideration of an exemption from drawing up a prospectus or from registering or notifying the offer, where such a procedure is required.
More generally, the offer will only be made in countries where all the registration procedures and / or required notifications have been made, the authorizations obtained, and the procedures for consultation or information of the staff representatives carried out.
This press release is not intended and should not be copied or sent to countries in which such a prospectus has not been approved or such an exemption would not be available or in which all procedures for registration, notification, consultation and / or information required have not yet been made or the authorizations have not been obtained. This concerns in particular Morocco, where formalities are still pending with the authorities, but could also concern other countries.
About Groupe Renault
Groupe Renault has been making cars since 1898. Today it is an international multi-brand group, selling close to 3.76 million vehicles in 134 countries in 2017, with 36 manufacturing sites, 12,700 points of sales and employing more than 180,000 people. To meet the major technological challenges of the future and continue its strategy of profitable growth, the Group is harnessing its international growth and the complementary fit of its five brands, Renault, Dacia and Renault Samsung Motors, Alpine and LADA, together with electric vehicles and the unique Alliance with Nissan and Mitsubishi. With a new team in Formula 1 and a commitment to Formula E, Renault sees motorsport as a vector of innovation and brand awareness.
For any question relating to this plan, eligible former employees and retirees should contact their custodian account holder. Employees will be informed of the terms and conditions of the subscription to the offer by means of internal communication.