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FINANCIAL INFORMATION

4.2 Consolidated financial statements

4

193

Registration Document 2016 — Capgemini

A discount for non-transferability is also applied for the shares

granted in France.

is calculated assuming 100% realization and will be adjusted

where necessary in line with effective realization of this condition.

The fair value of shares subject to internal performance conditions

Free share plans

C)

Shareholders’ Meeting of May 23, 2013 gave the Board of

Directors an 18-month authorization to grant shares to certain

Following the grant performed in 2012, the Combined

the terms and conditions of the grant and the list of beneficiaries

were set by the Board of Directors Meeting of October 8, 2014.

Group employees, on one or several occasions subject only to a

condition of presence. This authorization was partially used and

The main features of these plans are set out in the table below:

2014 France Plan

Date of the Combined Shareholders’ Meeting

May 23, 2013

Maximum number of shares that may be granted

Directors’ decision

i.e.

a maximum of 1,595,495 shares, of

which a maximum of 15% granted without performance

1% of the share capital on the date of the Board of

conditions

Total number of shares granted

(1)

104,379

Date of the Board of Directors’ decision

October 8, 2014

Grant condition assessment date

Group at the vesting date)

Presence condition only (employee presence within the

Vesting period

2 years as from the grant date

(Democratic plan)

Mandatory lock-in period effective as from the vesting date

2 years

subject to presence conditions

Number of shares at December 31, 2015 that may vest under

this plan in respect of shares previously granted,

96,120

Number of shares subject to presence conditions granted during the year

-

Number of shares forfeited or canceled during the year

18,594

Number of shares vested during the year

77,526

subject to presence conditions

this plan in respect of shares previously granted,

Number of shares at December 31, 2016 that may vest under

-

Weighted average number of shares

67,429

Share price at the grant date (in euros)

€52.69

Main market conditions at the grant date

Risk-free interest rate

0.34%

Expected dividend rate

2.31%

Fair value in euros (per share)

€43.91

i.e. 6.5% of the total authorized maximum granted without performance conditions, pursuant to the resolution (authorization capped at 15% of the total).

(1)

enabling all employees of French companies with at least three

These transactions aim to develop employee share ownership by

shares than the highest paid employees.

salary (four categories), the lowest paid employees receiving more

share grant, with a differentiated share allocation based on annual

period. More than 20,000 employees were concerned by each

become Cap Gemini S.A. shareholders at the end of the vesting

months seniority at the grant date to receive shares and thereby

the profit-sharing bonus.

signature of a company-wide agreement, in respect of payment of

The Board of Director decisions were preceded each time by the

At the end of the vesting period, nearly 77,500 shares vested to

15,200 beneficiaries at the beginning of October 2016.

(BSAAR)

Redeemable share subscription or purchase

D)

Between July 23, 2009 and the date the warrants were admitted

and terminates on the seventh anniversary of the issue date.

BSAAR warrants on the Euronext Paris market on July 23, 2013

warrant). The exercise period commenced the date of listing of the

and corporate officers of the Group (at a price of €3.22 per

During 2009, 2,999,000 warrants were subscribed by employees

agreement. The issue was disclosed in a prospectus approved by

transferred except under the conditions specified in the issue

to trading on Euronext Paris, they could not be exercised or

the AMF on May 14, 2009 under reference number no. 09-140.