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NATIXIS : NATIXIS :PRESSE RELEASE RELATING TO THE CAPITAL INCREASE FOLLOWING THE ORDINARY SHARE ALLOCATION TO SOME EMPLOYEES OF



 NATIXIS : NATIXIS :PRESSE RELEASE RELATING TO THE CAPITAL INCREASE FOLLOWING
          THE ORDINARY SHARE ALLOCATION TO SOME EMPLOYEES OF NATIXIS

Paris, February 20, 2013

 PRESS RELEASE RELATING TO THE CAPITAL INCREASE FOLLOWING THE  ORDINARY SHARE
                   ALLOCATION TO SOME EMPLOYEES OF NATIXIS

                                   --------
  Press release published pursuant to the provisions of Article 221-3 of the
 General Regulations of the French Financial Market Authority (AMF - Autorité
des Marchés Financiers), pursuant to the provisions of Article 212-5 6° of the
General Regulations of the French Financial Market Authority and of Article 14
    and of Annex IV of the Instruction Number 2005-11 of December 13, 2005

                                       

                           ISIN Code: FR0011365923

                                   --------

FRAMEWORK OF THE OPERATION

Authorization of the operation
In its resolution Eighteen, the combined General Shareholders' Meeting of  May 
27, 2010 authorized the Board of Directors of Natixis (hereinafter referred to
as the "Company") to carry out, in one or several occasions the allocation  of 
new or  existing  shares of  the  Company,  to the  benefit  of  beneficiaries 
belonging to the  categories it  will define among  the staff  members of  the 
Company or of companies or groups related to it, or of Corporate officers.

Duration of the authorization conferred by the Shareholders' Meeting
38 months starting from the combined General Shareholders' Meeting of May  27, 
2010.

Maximum number of Natixis' ordinary shares that may be allocated
The maximum number  of shares  that may  be allocated  pursuant to  resolution 
Eighteen of the combined  General Shareholders' Meeting of   May 27, 2010  may 
not exceed 5% of  the capital of the  Company at the date  of the decision  of 
their allocation by the Board of Directors.

Decision of allocation
The Board of  Directors of February  22, 2011  (i) decided to  carry out  the  
allocation of  a maximum  number  of 6,893,424  shares  to some  employees  of 
Natixis' staff pursuant to the provisions set in Articles L.225-197-1, et seq.
of the French Commercial Code, mechanically leading to  capital increases  via 
the incorporation of a special account of unavailable reserves amounting to  a 
maximum of €11,029,478 at the end  of the vesting periods through the  issuing 
of the allocated shares, (ii) drew up the list of beneficiaries, (iii) set the
duration of the vesting and holding periods and (iv) drew up the Provisions of
the 2011 Program of Conditional Allocation of Shares (hereinafter referred  to 
as the "Program").

Terms and conditions of the operation
The Board  of Directors  decided  the allocation  of  Natixis shares  to  some 
Company's employees (hereinafter referred to as the "Beneficiaries").
The shares may only be delivered after the end of several vesting periods  set 
in the Program (hereinafter referred to as a "Vesting Period" and together  as 
the "Vesting Periods"),  provided that  the terms  and conditions  set by  the 
Program are complied with.
The Beneficiaries will become owners of the  shares at the end of the  Vesting 
Periods provided that they complied with the vesting terms and conditions  set 
by the Program (hereinafter referred to as the "Final Allocation").
At  the  end  of  the  Vesting  Periods,  the  shares  will  be  delivered  to 
Beneficiaries, but they will be non-negotiable  and they will have to be  held 
by  the  latter  during  a  period  determined  by  the  Board  of   Directors 
(hereinafter referred to as the "Holding Period").

Reasons for the allocation of bonus shares
The  Board  of  Directors   decided  to  allocate  shares   as  part  of   the 
implementation in Natixis of a deferred remuneration mechanism in the form  of 
Loyalty and Performance Schemes.

SPECIFICATIONS OF THE ALLOCATION PROGRAM
Beneficiaries and Number of shares allocated by the Board of Directors
The Board of Directors decided to allocate a total maximum number of 6,893,424
shares of the Company to the benefit of some Company's employees.
The shares allocated to Beneficiaries will be shares to be issued.

Duration of the Vesting Period
Subject to the compliance  with the share  vesting terms hereinafter  defined, 
the allocated shares will be transferred in full ownership to Beneficiaries at
the end of  the relating Vesting  Period. The Vesting  Periods shall  commence 
starting from the  share allocation  date set by  the Board  of Directors  and 
respectively terminate upon the expiry of a two-year period, for the first two
allocation brackets and upon  the expiry of a  three-year period for the  last 
allocation bracket. Pursuant to the terms of Article L.225-197-3 of the French
Commercial Code, the rights resulting  from the allocation are  non-negotiable 
and non-transferable until the end of the relating Vesting Period, subject  to 
some exceptions as defined in the Program. 

Terms of Final Allocation
The transfer of ownership of these shares is submitted to the compliance  with 
some specific conditions:

  o To be a member of Natixis Group's staff on an uninterrupted basis during
    the whole relating Vesting Period, to be applied to all Beneficiaries,
    apart from some exceptions as set in the Program.
  o For some Beneficiaries, to comply with some performance conditions as set
    in the Program.

Duration of the Holding Period
The delivered shares  shall be  non-negotiable and shall  have to  be held  by 
Beneficiaries during a minimum  period of two years,  starting from the  Final 
Allocation date (hereinafter referred to as the "Holding Period").

Rights attached to shares
At the end of  the Vesting Periods, the  shares delivered to each  Beneficiary 
shall entitle  to the  exercise of  the same  prerogative powers  as  ordinary 
shares of  the Company,  including during  the Holding  Period, they  will  be 
subject to  all bylaw's  provisions  and all  decisions of  the  Shareholders' 
Meeting will be enforceable against Beneficiaries.
Beneficiaries will be entitled to the right of participating in  Shareholders' 
Meetings and of voting, to the communication right and to the dividend right.
At the end of a Holding Period, Beneficiaries will have the right to sell  the 
shares. During the sale of these shares, the Beneficiaries will have to comply
with the  compliance rules  set in  Natixis and  with the  restrictions  under 
Article L.225-197-1 of the French Commercial Code.

QUOTATION OF FINALLY ALLOCATED SHARES

Final allocation
The Board of  Directors held on  February 17,  2013 has been  informed of  the 
Natixis' share capital increase which will take place on February 25, 2013.

The final amount  of the  capital increase will  correspond to  the number  of 
shares allocated to the Beneficiaries who complied with the provisions set  in 
the Program multiplied by nominal value of a Natixis share, i.e. 1.60 euro.
The final list  of these Beneficiaries  as well  as the final  amount of  the  
capital increase and  the number of  shares to be  issued will be  set by  the 
Chief Executive Officer, acting in subdelegation of the Board of Directors  on 
February 25, 2013. A press release will be issued by Natixis.

The Article  3  of  the Company's  bylaws  relating  to the  capital  will  be 
consequently updated.

Admission request with Euronext Paris
The new Natixis shares issued  as part of the Program  will be subject to  the 
trading admission request starting from Monday February 25, 2013.

Specific provision
The information contained  in this  document is delivered  as information  for 
Beneficiaries and  summarizes the  terms of  the Program's  rules. Should  any 
discrepancy occur between information  in this document  and in the  Program's 
rules, the latter will prevail.

Contact:
Investor Relations
Christophe Ricetti
+33 1 58 32 06 94

NATIXIS CAPITAL INCREASE

------------------------------------------------------------------------------

This announcement is distributed by Thomson Reuters on behalf of Thomson
Reuters clients.

The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other
applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of
the
information contained therein.

Source: NATIXIS via Thomson Reuters ONE
HUG#1679745
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