SOLOCAL_Registration Document_2017

FINANCIAL STATEMENTS 6.1 Consolidated financial statements for the years ended 31 December 2016 and 2017

share are negative, diluted loss per share represents the same amount as the basic loss. To permit direct comparisons of earnings per share, the weighted average number of shares outstanding for the reporting year and previous years is adjusted to take into account any shares issued at a discount to market price. Treasury stock deducted from consolidated equity is not taken into account

12.5

EARNINGS PER SHARE

The Group discloses both basic earnings per share and diluted earnings per share. The number of shares used to calculate diluted earnings per share takes into account the conversion into ordinary shares of dilutive instruments outstanding at the period-end (unexercised options, free shares, etc.). If the basic earnings per

in the calculation of earnings per share.

As at 31/12/2017

As at 31/12/2016

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Share capital (weighted average of quarter)

390,711,558

38,876,564

Treasury shares from liquidity contract (weighted average)

(217,740)

(88,228)

Number of basic shares Additional information Number diluted Equity

390,493,818

38,788,336

2

393,693,361 582,042,526 583,982,765

40,469,810 38,793,842 40,386,604

Number of existing basic shares as of 31 December Number of existing diluted shares as of 31 December

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NOTE 13

STOCK OPTIONS AND FREE SHARES

13.2.2 Free shares The Extraordinary General Meeting of 29 April 2014 authorised the Board of Directors to introduce a free share plan to existing or new shares for the benefit of certain Group Directors and employees, as defined in Articles L. 225-197-1 and following of the Commercial Code, with the particular aim of involving them in the Company’s development. This authorisation was granted for a period of 38 months and the total number of shares granted in respect of this resolution must not exceed 5% of the capital of the Company after the settlement-delivery of the capital increases provided for at this same General Meeting. On 19 June 2014, the Board of Directors adopted the conditions for a free share plan for 45,221,000 shares. These shares will be finally vested at the end of vesting periods ending on 19 June 2016, 19 June 2017 and 19 June 2018, provided that the beneficiary is still an employee or Director of the Group and performance conditions are fulfilled. On 09 February 2015, the Board of Directors adopted the conditions for a free share plan for 2,305,000 shares. These shares will be finally vested at the end of vesting periods ending on 09 February 2017, 09 February 2018 and 09 February 2019, provided that the beneficiary is still an employee or Director of the Group and performance conditions are fulfilled. All of these allocations were carried out before the consolidation of shares of October 2015 which resulted in the multiplication of the nominal by 30. The grant date applied for the valuation of the expense is the date of the Board of Directors’ Meeting granting the options, the time allowed for informing the grantees having been deemed reasonable.

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13.1

SHARE-BASED PAYMENTS

In accordance with IFRS 2 “Share-Based Payment”, stock options, employee share issues and free grants of shares to employees of the Group are valued on their grant date. The value of stock options is determined in particular by reference to the exercise price, the life of the options, the current price of the underlying shares, the expected share price volatility, expected dividends and the risk-free interest rate over the life of the options. The amount so determined (under the share-based payment heading) is recognised in personnel expenses on a straight-line basis over the period between the grant date and the exercise date – corresponding to the vesting period – and in equity for equity-settled plans or in liabilities to employees for cash-settled plans. The Group has opted for retrospective application of IFRS 2 to equity- and cash-settled plans. The new plans are valued in accordance with IFRS 2 using a binomial model. The fair value of a free share is the market price of the share on the grant date after adjustment to take account of the loss of dividends expected during the vesting period. This expense is recorded on a straight-line basis over the vesting period and, if necessary, is adjusted to take account of the likelihood that the performance conditions will be fulfilled.

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13.2

DESCRIPTION OF THE PLANS

13.2.1 Stock-options Neither SoLocal Group nor any of its subsidiaries granted any stock option plans in 2017 and 2016.

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2017 Registration Document SOLOCAL