Aéroport de Paris - 2018 Registration document

ADDITIONAL INFORMATION ON THE SHARE CAPITAL AND PROVISIONSOF THE ARTICLES OF ASSOCIATION

MATERIAL CONTRACTS

INFORMATION FROM THIRD PARTIES, EXPERT STATEMENTS AND STATEMENTS OF INTEREST

DOCUMENTS AVAILABLE TO THE PUBLIC

INFORMATION ON ACQUISITIONS

APPENDIX 1

APPENDIX 2

APPENDIX 3

budget of €35 million authorised by the Board had not been fully called upon at that stage. As at that date, no position was open, with regard to buying or selling, within the framework of the share buyback programme. As previously reported, Aéroports de Paris implemented its share buyback programme under article L. 225-209 of the French Commercial Code and pursuant to the liquidity contract, in order to set up a share purchasing scheme for the subscribers of the Group savings scheme (see paragraph below). In this context, a mandate was given to an independent provider on 24 November 2015, for a total of €24 million, at a maximum purchase price of €113 including costs. The share buyback programme ended on 29 December 2015 after the purchase of 224,290 shares, at an average price of €106.7. The share buyback programme was relaunched on 18 January 2016 until 26 January 2016, and then from 17 to 26 February 2016 and again from 17 to 22 March 2016. Shares allocated to the free allocation of Company shares programme were delivered to employees who subscribed to the programme on 4 May 2017.

The maximum purchase price per share for the share buyback programme in place at 31 December 2018 was €255, excluding acquisition costs, under the liquidity contract, and €210, excluding acquisition costs, for other transactions in the share buyback programme. The maximum amount that the Company can allocate to the share buyback programme cannot exceed €550 million. Summary of the operations completed by the Company with its own securities within the framework of the programme authorised by the Annual General Meeting of Shareholders of 11 May 2017 and 4 May 2018 As at 5 April 2019, Aéroports de Paris did not hold any treasury shares. The contract liquidity account had a credit balance of €17,511,213.96, the

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Transactions relating to treasury shares carried out within the framework of the liquidity contract between 4 May 2018 and 5 April 2019

Valuation (in euros)

Number of shares

Average price (in euros)

Cumulative gross flows

Number of shares at 4 May 2018

0

Purchases

360,097 360,097

184.031 458 184.664 844

66,269,176.00 66,497,256.36

Sales

Number of shares as at 5 April 2019

0

0

-

No operation has been carried out within the framework of the share buyback programme through the use of a derivative product.

Outline of share buyback programme subject to approval by the General Meeting of Shareholders of 20 May 2019 The Board of Directors’ Meeting of 27 March 2019 submitted a resolution to the General Meeting of Shareholders of 20 May 2019 aimed at renewing the authorisation given to the Board of Directors to decide, subject to the provisions, where appropriate, of article L. 6323-1 of the French Transport Code, to implement a share buyback programme enabling transactions to be made in the Company’s shares. Pursuant to articles 241-2 and 241-3 of the general regulations of the AMF, as well as European regulation No. 2273/2003, the Company presents below a description of the share buyback programme, which will then be submitted to approval by vote of the shareholders. Maximum share of the capital available for buyback by the Company: 5% of the number of shares making up the Company capital (on an indicative basis 4,948,030 shares as of 14 February 2019) on the date of purchase; the total number of shares held on a given date cannot exceed 10% of the existing Company capital on the same date. Objectives of the programme ◆ Influencing the secondary market or liquidity of Aéroports de Paris shares through a liquidity contract with an independent investment services provider, in accordance with the code of conduct recognised by the AMF.

◆ Allocating or transferring shares to employees under the terms of profit- sharing and implementing any Company or group employee savings scheme as provided for by law, and in particular articles L. 3332-1 et seq. of the French Labour Code. ◆ Implementation of company stock option purchase plan in accordance with the provisions of articles L. 225-177 et seq. of the French Commercial Code or any similar plan. ◆ Allocating free shares to employees under the provisions of articles L. 225-197-1 of the French Commercial Code. ◆ Cancelling the shares thus acquired, subject to authorisation by an Extraordinary General Meeting. ◆ Delivering shares on the exercising of rights attached to securities giving access to capital by way of redemption, conversion, exchange, presentation of a warrant or in any other way. ◆ Holding and delivering shares (by way of payment, exchange or contribution) as part of external growth transactions, mergers, spin- offs or contributions. ◆ Enabling the Company to conclude transactions for any authorised purpose or any purpose such as may become authorised by law or applicable regulations. The shares bought back and held by Aéroports de Paris will be deprived of their voting rights and will not give any entitlement to dividend payments. The purchase, sale or transfer of the shares may occur within the limits authorised by the provisions of the applicable laws and regulations, and

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AÉROPORTS DE PARIS ® REGISTRATION DOCUMENT 2018