Option to receive
the 2018 ordinary dividend payment in shares
Paris, May 2, 2019
The Company’s Combined General Meeting of Shareholders, held on April 30, 2019, approved under the 3rd resolution the proposed ordinary dividend for the fiscal year 2018, i.e. € 1.70 per share, and decided under the 4th resolution that each shareholder may elect to receive the dividend payment either in cash or in new shares of the Company.
The option to receive the dividend payment in new shares of the Company may be exercised by the shareholders between May 7, 2019 and May 22, 2019, inclusive, by sending their request to the financial intermediaries authorized to pay such dividend or, for shareholders listed in the issuer registered accounts held by the Company, to its authorized representative (Société Générale, Département des Titres et Bourse, 32, rue du Champ de Tir, CS 30812 – 44308 Nantes Cedex 3). After May 22, 2019, or if the option is not exercised, the ordinary dividend shall only be paid in cash.
The maximum total number of new shares of the Company which may be issued for the purpose of the dividend payment in shares is 2,929,315 shares, which represents 2.73% of the share capital and of the voting rights of the Company on the day of the Combined General Meeting.
The issuance price of the new shares of the Company which will be issued in consideration for the dividend is set at €62.02, and is equal to 95% of the average opening prices on Euronext Paris regulated market over the twenty trading days before April 30, 2019, i.e. the date of the Combined General Meeting, less (i) the amount of the ordinary dividend for 2018 (i.e., €1.70 per share), and (ii) the amount of the exceptional distribution of Worldline shares resulting from the 5th resolution of the Combined General Meeting, calculated on the basis of the two-fifths of the closing market price of the Worldline share recorded on the regulated stock market of Euronext Paris on May 2, 2019, and rounded up to the next highest euro cent.
If the amount of the dividends for which the option is exercised by a shareholder does not correspond to a whole number of shares, such shareholder shall receive the immediately lower number of shares plus the balance in cash.
The ex-date of the ordinary dividend for the 2018 fiscal year shall be May 3, 2019 and payment will start as from May 28, 2019.
The new ordinary shares of the Company issued in consideration for the ordinary dividend will carry entitlement to dividend rights as from January 1, 2019, giving right to any ordinary dividend which could be paid for the 2019 fiscal year, and will not give right to the exceptional distribution provided under the 5th resolution of the Combined General Meeting; a listing request on Euronext Paris will be made in respect of such shares.
The newly-issued shares will be of the same class and equivalent to the ordinary shares of the Company already listed on Euronext Paris (Compartiment A –ISIN Code FR0000051732) and will therefore carry the same rights and restrictions as outstanding ordinary shares, as described in the Company’s Articles of Association and Atos SE’s 2018 Registration Document (available on www.atos.net).
Atos is a global leader in digital transformation with 120,000 employees in 73 countries and annual revenue of over €11 billion. European number one in Cloud, Cybersecurity and High-Performance Computing, the Group provides end-to-end Orchestrated Hybrid Cloud, Big Data, Business Applications and Digital Workplace solutions through its Digital Transformation Factory, as well as transactional services through Worldline, the European leader in the payment industry. With its cutting-edge technologies and industry knowledge, Atos supports the digital transformation of its clients across all business sectors. The Group is the Worldwide Information Technology Partner for the Olympic & Paralympic Games and operates under the brands Atos, Atos Syntel, Unify and Worldline. Atos is listed on the CAC40 Paris stock index.
For more information, please contact:
Press: Terence Zakka Ph +33 1 73 26 40 76
Investors Relations : Gilles Arditti Ph +33 1 73 26 00 66
This press release constitutes the information document required pursuant to articles 212-4 4° and 212-5 5 of the French Financial Market Authority (AMF) General regulations as well as article 18 of the AMF instruction n°2016-04 of October 21, 2016.
This press release does not constitute a public offer to purchase securities. This press release and any other document relating to the payment of dividends in shares may only be published outside France in conformity with applicable local laws and regulations and shall not constitute an offer for securities in jurisdictions where such an offer would violate applicable local laws.
The option to receive the dividend payment, as described hereabove, is not available to shareholders residing in a country where such option would require registration or authorization by local market authorities. Shareholders residing outside France are required to inform themselves of any restrictions which may apply under their local law and comply therewith. In any event, this option is open to shareholders residing in a Member State of the European Union. Orders originating from other countries would not be accepted.
As far as tax aspects regarding the payment of the dividends in shares are concerned, shareholders are invited to examine their specific situation with their usual tax advisor. When making their decision to receive or not the dividend in shares, shareholders must consider the risks associated with an investment in shares.
For any additional information regarding the Company, its activity, its strategy, its financial results and the risk factors associated with its activity, please refer to Atos SE’s 2018 Registration Document (available on www.atos.net).