Description of the share buy-back program authorized by the combined general shareholders’ meeting held on May 15, 2019

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Pursuant to article L. 451-3 of the French Monetary and Financial Code and articles 241-1 et seq. of the French Financial Markets Authority’s () General Regulation, this description intends to present the objectives and the terms and conditions of Altran Technologies’ (the “”) share buy-back program as approved by the combined general shareholders’ meeting held on May 15, 2019.

As of April 30, 2019, 125 000 shares were owned by the Company as part of the Exane-BNP Paribas liquidity contract. 

In addition, the Company holds 2,731,303 treasury shares, mainly acquired between November 2014 and December 2016 through Crédit Agricole Cheuvreux, with a view to subsequently use them for payment or in exchange within the context of possible external growth operations and for free shares allocations.

The Company’s share capital being made up of 257,021,105 shares, the Company held 1,11% of the share capital as of April 30, 2019.

The Board of Directors held on May 15, 2019 has decided to allocate 1,200,00 shares previously allocated to the objective of external growth to the objective of free shares plans granting.

The Company intends to implement the buy-back program of its shares covered by this description, which objectives are as follows: 

3.1.   Maximum number of shares concerned by the buy-back program

The maximum number of shares is set at 10,000,000 in accordance with the authorization granted by the general shareholders’ meeting held on May 15, 2019. In the event of a share capital transaction, – particularly involving the incorporation of reserves and grant of free shares, splitting or combining of shares, distribution of reserves or other assets, share capital redemption or any other transaction involving the share capital – the aforementioned number of shares shall be adjusted accordingly.

It being specified that when the shares are bought in order to favour liquidity, the number of shares taken into account for the calculation of this limit corresponds to the number of shares acquired, after deducting the number of shares resold over the duration of the authorization. 

3.2.   Shares concerned by the buy-back program 

The securities that the Company is authorized to purchase are exclusively Altran Technologies’ ordinary shares, that are all of the same category, registered or held as bearer shares, listed on Euronext Paris stock exchange, Compartment A (ISIN code: FR0000034639).

3.3.   Maximum authorized unit purchase price

The maximum purchase price shall not exceed €15 per share (excluding purchasing costs), save any adjustment in case of any operation on the share capital of the Company.

3.4.   Maximum overall amount payable by the Company 

In accordance with the authorization granted by the general shareholders’ meeting held on May 15, 2019, the maximum amount that the Company may allocate to the buy-back of its own shares shall not exceed €150,000,000 (excluding purchasing costs) save any adjustment in case of any operation on the share capital of the Company.  

These purchase, sale, transfer, tendering or exchange of shares may be carried out and paid by all means authorized or that may become authorized by law and/or regulations in force at the time of the transactions under consideration, in one or more transactions, in the market or by private contract, including the purchase or sale of blocks of shares, by way of public tender offer or a public exchange offer, through the use of option mechanisms (notably the purchase of call options) or any other financial instruments (including derivative instruments, warrants or securities conferring rights to shares of the Company), and in all events either directly or indirectly through an investment services provider.

These transactions may not be carried out in the event of and until expiry of a public takeover bid by a third party, unless previously authorized by the general shareholders’ meeting.

This buy-back program has been authorized for an 18-months period from the date of the general shareholders’ meeting held on May 15, 2019.

In accordance with the terms of article 241-2 II of the French Financial Markets Authority’s General Regulation, during the implementation of the share buy-back program, any significant alteration of any of the information listed at article 241-2 I 3°, 4°, 5° of the French Financial Markets Authority’s General Regulation appearing in the present description will be brought as soon as possible to the knowledge of the public in compliance with the terms set forth in article 221-3 of the French Financial Markets Authority’s General Regulation.

More news and information about ALTRAN TECHNOLOGIES

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Globe Newswire: 18:35 GMT Wednesday 15th May 2019

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