PARIS, June 23, 2021--(BUSINESS WIRE)--Regulatory News:
The Subscription Price of the shares to be issued under the "My Rémy Cointreau" plan, the first capital increase of Rémy Cointreau (Paris:RCO) reserved for its employees in France, has been set by decision of Rémy Cointreau's Chief Executive Officer upon delegation of the Board of Directors.
The Subscription Price was set on 22 June 2021 at €134.20 per share.
This Price corresponds to the average of the 20 opening prices of the Rémy Cointreau share on Euronext Paris over the period from 25 May 2021 (inclusive) to 21 June 2021 (inclusive), to which a discount of 20% is applied. The subscription period is from 24 June (inclusive) to 13 July (inclusive).
The following information is a reminder of the other terms and conditions of the "My Rémy Cointreau" operation in 2021:
Rémy Cointreau, Société Anonyme (French public limited company) with a share capital of €80,239,659.20, having its registered office at rue Joseph Pataa, Ancienne rue de la Champagne - 16100 COGNAC, ANGOULEME Trade and Companies Register No. 302 178 892 (the "Company")
Listing: Euronext Paris (France) ISIN Code: FR0000130395
Objective of the operation
This plan is part of the Company's 2030 transformation roadmap, which aims to position Rémy Cointreau as the world leader in exceptional spirits. In this respect, the Company wishes to recognise through this plan the commitment of its employees, as well as their know-how, their professionalism and their daily commitment.
Framework of the operation
The Extraordinary General Meeting held on 23 July 2020, in its 29th resolution, delegated to the Board of Directors, with the option of sub-delegation under the conditions laid down by law and the Company's Articles of Association, its authority to decide to increase the Company's share capital on one or more occasions, up to a maximum nominal amount of €1.5 million, with cancellation of the preferential subscription right, in favour of employees and eligible retirees/early retirees who are members of a company or group savings plan of the Company and of French companies that are affiliated to it within the meaning of Article L.225-180 of the French Commercial Code and Article L.3344-1 of the French Labour Code and who also meet the conditions that may be set by the Board of Directors.
Making use of this delegation on 31 March 2021, the Board of Directors decided to issue ordinary shares to members of a company savings plan of the Company or of companies affiliated to it. The Board of Directors delegated to the Chief Executive Officer the powers necessary to implement this operation.
Terms and conditions of subscription
Beneficiaries of the offer
The offer is open to all employees of the companies of the Rémy Cointreau UES (Economic and Social Unit) (CLS Rémy Cointreau, E. Rémy Martin & Cie, Cointreau, Rémy Cointreau France Distribution) as well as to those of Maison J.R. Brillet, Domaine de Hautes Glaces, Maison J. de Telmont and Andromède, who have been with the company for at least 3 months as of the date on which they express their choice to subscribe to "My Rémy Cointreau". Former employees who have retired or taken early retirement can also subscribe to the plan as soon as they have assets in an FCPE (employee's mutual fund) of a Savings Plan.
The shares will be subscribed through the My Rémy Cointreau FCPE. The employee's investment in the FCPE will follow the evolution of the Rémy Cointreau share price, both up and down. Subscribing to the shares allows the beneficiary subscribing within the framework of the FCPE to benefit, under certain conditions, from a contribution from their employer equivalent to their personal contribution up to a maximum of €400 gross.
Characteristics of the shares
The new Rémy Cointreau shares that can be subscribed to through the My Rémy Cointreau FCPE are ordinary shares. They will be listed for trading on Euronext Paris on the same line as the existing shares (ISIN Code: FR0000130395). They will carry dividend rights as of 1 April 2021 and will be entitled to the dividend decided by the General Meeting for the financial year beginning 1 April 2021. They will be assimilated to the existing shares and will not be subject to any restrictions.
The units of the My Rémy Cointreau FCPE corresponding to the Rémy Cointreau shares subscribed to must be held by their beneficiaries for a period of 5 years, except in the event of an early release authorised by law.
The voting rights attached to the shares subscribed to through the FCPE will be exercised by the Supervisory Board of the My Rémy Cointreau FCPE or its successors.
The subscription price is set at €134.20 per share. It corresponds to the reference price calculated on the basis of the 20 stock market prices observed over the period from 25 May 2021 (inclusive) to 21 June 2021 (inclusive) (i.e. €167.75 per share), discounted by 20%.
Beneficiaries will be able to subscribe to the offer from 24 June (inclusive) to 13 July 2021 (inclusive).
Capital increase and listing of the shares
The capital increase and delivery of the Rémy Cointreau shares will take place on 6 August 2021 at the latest. The listing of the new Rémy Cointreau shares issued in the framework of the present offer on Euronext Paris will be requested as soon as possible after the capital increase, on the same quotation line as the existing shares.
This press release does not constitute an offer to sell or a solicitation to subscribe for Rémy Cointreau shares. The offer is strictly limited to the beneficiaries specified in this press release, under certain conditions, and will only be made in France, the necessary authorisations having been obtained.
This press release constitutes the information document required to benefit from the exemptions from the obligation to publish a prospectus provided for in Article 1 4°i) and 5°h) of Regulation (EU) 2017/1129 of 14 June 2017. This information document is for information purposes only and should not be considered as a form of canvassing or solicitation for employees and former employees to participate in the "My Rémy Cointreau" plan. No advice or investment recommendation is given by Rémy Cointreau or any employer regarding this plan. The decision to invest is a personal one, to be taken by the eligible employee considering the diversification of his or her portfolio.
About Rémy Cointreau:
All around the world, there are clients seeking exceptional experiences; clients for whom a wide range of terroirs means a variety of flavours. Their exacting standards are proportional to our expertise – the finely-honed skills that we pass down from generation to generation. The time these clients devote to drinking our products is a tribute to all those who have worked to develop them. It is for these men and women that Rémy Cointreau, a family-owned French Group, protects its terroirs, cultivates exceptional multi-centenary spirits and undertakes to preserve their eternal modernity. The Group’s portfolio includes 14 singular brands, such as the Rémy Martin and Louis XIII cognacs, and Cointreau liqueur. Rémy Cointreau has a single ambition: becoming the world leader in exceptional spirits. To this end, it relies on the commitment and creativity of its 1850 employees and on its distribution subsidiaries established in the Group’s strategic markets. Rémy Cointreau is listed on Euronext Paris.
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