Description of Elior Group’s Share Buyback Program

Rhea-AI Summary

Elior Group has announced a share buyback program authorized during the Annual General Meeting on February 28, 2022. The program allows for the repurchase of up to 10% of the company's capital, with a maximum investment of €172 million and a per-share purchase price limit of €10. This initiative aims to enhance shareholder value through capital reduction, liquidity maintenance, and stock option plan allocations. It will run for 18 months, concluding on August 27, 2023.

Positive

• Share buyback program authorized for up to 10% of the company's capital, enhancing shareholder value.
• Maximum investment amount of €172 million indicates significant commitment to shareholder returns.

Negative

• Possible financial strain due to significant capital allocation towards the buyback program.

(authorized at the February 28, 2022 Annual General Meeting)

PARIS LA DÉFENSE, France--(BUSINESS WIRE)-- Regulatory News:

Elior Group (Paris:ELIOR):

I - LEGAL FRAMEWORK OF THE SHARE BUYBACK PROGRAM

The share buyback program is governed by the applicable laws and regulations. It was authorized by the shareholders at the Annual General Meeting of Elior Group (the “Company”) held on February 28, 2022 (the “AGM”) in the terms mentioned in the Notice of Meeting as published on January 19, 2022 in the France’s Official Legal Journal (“BALO”) and displays the features described below. The program will be put in place pursuant to a decision taken by the Company’s Board of Directors on March 1^st, 2022.

II – PURPOSES OF THE SHARE BUYBACK PROGRAM

In accordance with the seventeenth resolution adopted at the AGM, the share buyback program may be used for the following purposes:

• To cancel all or some of the purchased shares in connection with a capital reduction carried out in accordance with either (i) the authorization granted in the twentieth resolution of the February 26, 2021 Annual General Meeting, or (ii) the authorization submitted for approval in the twenty-fifth resolution of this Meeting;
• To hold shares in treasury to be subsequently used in exchange or as payment in connection with any mergers, demergers, asset contributions or external growth transactions, provided that the number of shares purchased for such operations does not exceed 5% of the Company’s capital;
• To allocate shares on exercise of rights attached to securities redeemable, convertible, exchangeable or otherwise exercisable for shares of the Company;
• To hedge the risks arising on the Company’s financial instrument obligations, particularly the risk of fluctuations in the Elior Group share price;
• To allocate shares for the implementation of (i) stock option plans, (ii) free share plans, (iii) employee share ownership plans, in operations complying with Articles L. 3331-1 et seq. of the French Labor Code, and/or (iv) grants of shares to employees and/or officers of the Company or of any related entities;
• To maintain a liquid market for the Company’s shares under a liquidity contract entered into with an investment services provider that complies with the practices authorized by the applicable regulations;
• more generally, to carry out any transactions or market practices currently authorized or that may be authorized in the future by the applicable laws and regulations or by the Autorité des Marchés Financiers.

III - TERMS AND CONDITIONS OF THE SHARE BUYBACK PROGRAM

Maximum proportion of the Company’s capital: the shares purchased under the buyback program may not represent more than 10% of the Company’s capital, determined based on the number of shares making up the Company’s capital at the date on which the authorization is used. Future corporate actions that may be carried out by the Company shall not result in owning, directly or indirectly through its affiliates, more than 10% of the Company’s capital.

When shares are bought back for the purpose of maintaining a liquid market in the Company’s shares, the number of shares taken into account in order to calculate the cap of 10% of the Company’s capital corresponds to the number of shares purchased less the number of shares sold during the authorization period.

In the event of a public offer for its securities, the Company would suspend the implementation of the buyback program during the offer period, except if it were obliged to implement the program in order to deliver securities or carry out a strategic transaction that the Company has committed to and announced before the public offer is launched, and provided that the offer meets the conditions set out in the applicable regulations (i.e. provided that it is a "standard procedure" offer fully paid in cash).

Type of shares that may be bought back: ordinary shares of the Company with a par value of €0.01 each.

Maximum per-share purchase price: €10 (excluding transaction costs).

Maximum amount that may be invested in the program: €172,000,000.

Duration of the buyback program: 18 months (from February 28, 2022 to August 27, 2023).

About Elior Group

Founded in 1991, Elior Group has grown into one of the world's leading operators in contract catering and support services and has become a benchmark player in the business & industry, education, healthcare and leisure markets. With strong positions in five main countries, the Group generated €3 690 million in revenue in fiscal 2020-2021.

Our 99,000 employees feed over 3,6 million guests each day in 22,700 restaurants and points of sale.

Innovation and social responsibility are at the core of our business model. Elior Group has been a member of the United Nations Global Compact since 2004, reaching the GC Advanced Level in 2015.

For further information please visit our website at http://www.eliorgroup.com or follow us on Twitter (@Elior_Group)

View source version on businesswire.com: https://www.businesswire.com/news/home/20220228005537/en/

Elior Group

Source: Elior Group

FAQ

What is the purpose of Elior Group's share buyback program?

The share buyback program aims to enhance shareholder value through capital reduction, maintain liquidity, and allocate shares for various employee plans.

How much is Elior Group planning to invest in the buyback program?

Elior Group plans to invest up to €172 million in the share buyback program.

What is the maximum price per share for the buyback program?

The maximum price for shares to be bought back is €10, excluding transaction costs.

When does the Elior Group share buyback program end?

The program is set to run for 18 months, ending on August 27, 2023.

How much of Elior Group's capital can be repurchased under the buyback program?

The buyback program allows for the repurchase of up to 10% of Elior Group's capital.