Air France - KLM: Description of the share buyback program
19 Junho 2023 - 3:00PM
Air France - KLM: Description of the share buyback program
DESCRIPTION OF THE SHARE
BUYBACK PROGRAM
AUTHORIZED BY THE
SHAREHOLDERS’
MEETING OF JUNE
7, 2023
Pursuant to Article 241-2 of the General
Regulations of the Autorité des Marchés Financiers (AMF), the
purpose of this description is to present the objectives and terms
of the share buyback program authorized by the Shareholders’
meeting of June 7, 2023.
- Securities
concerned: ordinary shares issued by AIR
FRANCE – KLM.
- Maximum amount of
the share capital that may be acquired by
the Company: 5 %.
- Maximum
number of shares that may be acquired by the
Company, based on the number of
shares composing the share capital as
of May 31, 2023: 128,526,806, but
considering the 29,956 treasury shares, only 128,496,850 shares may
be purchased.
- Allocation of the
treasury shares as of May 31,
2023: the 29,956 treasury shares as of
May 31, 2023 will be allocated to meet obligations arising from
share allotment plans in respect of the remuneration of corporate
officers.
- Maximum purchase
price per share: €4
(excluding fees) or, in the event of the implementation of a
reverse share split referred under the terms of
36th resolution, €40 (excluding fees).
-
Objectives
:
The objectives of the share buyback program
under the terms of 18th resolution of the Shareholders’
meeting of June 7, 2023 are as follow:
- to allow an
investment firm to coordinate stock liquidity within the framework
of a liquidity contract in compliance with the Compliance Charter
recognized by the AMF,
- to allocate
shares upon exercise of the rights to shares attached to securities
issued by the Company or by companies in which it holds, either
directly or indirectly, more than half of the share capital and
that grant the right to the allocation of Company shares via
conversion, exercise, repayment, exchange, presentation of a
warrant or any other means,
- to carry out
any allocation or sale of shares to employees and/or corporate
officers of the Company and companies, located in France or
internationally, related to it under the conditions set forth in
Article L. 225-180 of French Commercial Code, any
allocation of free shares, any employee shareholding scheme, any
Company compensation scheme, within the context of, in particular,
the relevant provisions set forth under the French Commercial Code
and/or French Labor Code, or French or foreign legal and regulatory
provisions and the execution of any hedging transaction associated
with these related party transactions and commitments of the
Company, under the conditions provided for by the market
authorities and at the times at which the Board of Directors or the
person acting pursuant to a delegation of power granted by the
Board of Directors takes action,
- to hold or
remit shares in order to use them as payment or in an exchange
offer within the framework of external growth transactions,
- and, more
generally, to engage in any market practice that may be admissible
by law or by the AMF and to execute any transaction in compliance
with the applicable regulations, it being specified that, in such a
case, the Company would inform its shareholders by means of a press
release.
- Duration of the
program: 18 months as of the Shareholders’ meeting of June
7, 2023.
- AFKLM - Description of the share buyback program 19062023
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