Capgemini SE: Capgemini’s tenth Employee Share Ownership Plan - Share buyback to neutralize dilution
October 12 2023 - 10:45AM
Capgemini SE: Capgemini’s tenth Employee Share Ownership Plan -
Share buyback to neutralize dilution
Media relations:Victoire
GruxTel.: +33 6 04 52 16 55victoire.grux@capgemini.com
Investor relations:Vincent Biraud
Tel.: +33 1 47 54 50 87vincent.biraud@capgemini.com
Capgemini’s tenth Employee Share
Ownership Plan:share buyback to neutralize
dilution
Paris, October 12, 2023 – As part of its
tenth Employee Share Ownership Plan (ESOP),
Capgemini is announcing the launch of a
share buyback to neutralize the shareholder dilution associated
with this plan.
Capgemini will allocate in advance the proceeds
of this tenth ESOP plan - which takes the form of a capital
increase reserved for employees - to the repurchase of existing
shares. This share buyback operation is designed to neutralize the
shareholder dilution resulting from the capital increase, and will
take place before December 19, 2023, the date on which the capital
increase will become effective. On this date, employee shareholding
will be increased by a maximum of 3.2 million shares (representing
1.84% of existing share capital), with no material impact on the
Group's cash position and no significant dilution of existing
shareholders.
On October 12, 2023, Capgemini SE entered into a
share buyback agreement with an investment services provider, which
is also the institution structuring the employee share ownership
plan. Capgemini has thus undertaken to buy back its own shares, up
to a limit of 3.2 million shares and 640 million euros, for the
purpose of cancellation. The main terms and conditions of the share
buyback agreement are detailed in the appendix to this press
release.
As a reminder, this share buyback transaction
follows the announcement on September 14, 2023 of the launch of the
ESOP plan and the decision by Capgemini SE's Board of Directors to
authorize a dedicated share buyback program. The terms of these two
transactions fall within the scope of authorizations granted by the
Shareholders’ Meeting of May 16, 2023.
DisclaimerThis press release
may contain forward-looking statements. Such statements may include
projections, estimates, assumptions, statements regarding plans,
objectives, intentions and/or expectations with respect to future
financial results, events, operations and services and product
development, as well as statements, regarding future performance or
events. Forward-looking statements are generally identified by the
words “expects”, “anticipates”, “believes”, “intends”, “estimates”,
“plans”, “projects”, “may”, “would”, “should” or the negatives of
these terms and similar expressions. Although Capgemini’s
management currently believes that the expectations reflected in
such forward-looking statements are reasonable, investors are
cautioned that forward-looking statements are subject to various
risks and uncertainties (including without limitation risks
identified in Capgemini’s Universal Registration Document available
on Capgemini’s website), because they relate to future events and
depend on future circumstances that may or may not occur and may be
different from those anticipated, many of which are difficult to
predict and generally beyond the control of Capgemini. Actual
results and developments may differ materially from those expressed
in, implied by or projected by forward-looking statements.
Forward-looking statements are not intended to and do not give any
assurances or comfort as to future events or results. Other than as
required by applicable law, Capgemini does not undertake any
obligation to update or revise any forward-looking statement.
This press release does not contain or
constitute an offer of securities for sale or an invitation or
inducement to invest in securities in France, the United States or
any other jurisdiction.
About CapgeminiCapgemini is a
global leader in partnering with companies to transform and manage
their business by harnessing the power of technology. The Group is
guided every day by its purpose of unleashing human energy through
technology for an inclusive and sustainable future. It is a
responsible and diverse organization of nearly 350,000 team members
in more than 50 countries. With its strong 55-year heritage and
deep industry expertise, Capgemini is trusted by its clients to
address the entire breadth of their business needs, from strategy
and design to operations, fueled by the fast evolving and
innovative world of cloud, data, AI, connectivity, software,
digital engineering, and platforms. The Group reported in 2022
global revenues of €22 billion.Get The Future You Want
| www.capgemini.com
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APPENDIX
Main terms and conditions of the share
buyback agreement
Capgemini SE undertakes to buy back its own
shares up to a limit of 3,200,000 shares and
640 000 000 euros, with a view to cancelling
them.
The price per share to be paid will be
calculated based on the volume-weighted average daily share prices
over a maximum period of 20 trading days starting on October 13,
2023, and corresponding to the period for setting the reference
price of the shares to be issued under the new ESOP plan.
Share buyback transactions by the investment
services provider under this agreement will cease no later than
November 9, 2023.
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Capgemini_-_2023-10-12_-_Neutralization_of_the_ESOP_dilutive_impact
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