The Company and the AMF were notified, in accordance with article L. 233-7 of the French Commercial Code, that legal thresholds had been crossed in the following cases by:
- the company BlackRock Inc., acting on behalf of clients and funds under management, which declared by letter received on:
- January 21, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on January 20,
- January 25, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on January 22,
- March 15, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on March 12,
- March 17, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on March 16,
- May 12, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on May 11,
- May 14, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on May 13
- May 20, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on May 19,
- May 21, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on May 20,
- May 28, 2021 and May 31, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on May 27,
- June 9, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on June 8,
- June 10, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on June 9,
- June 15, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on June 14,
- June 17, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on June 16
- June 18, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on June 17,
- June 21, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on June 18,
- July 1, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on June 30,
- July 5, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on July 2,
- July 6, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on July 5,
- July 9, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on July 8,
- July 13, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on July 12,
- July 15, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on July 14,
- July 16, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on July 15,
- July 27, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on July 26,
- July 28, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on July 27,
- August 3, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on August 2,
- August 6, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on August 5,
- August 9, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on August 6,
- August 16, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on August 13,
- December 27, 2021, that it had crossed over the threshold of 5% of the Company’s share capital on December 24;
- the company JP Morgan Chase & Co., which declared by letter received on:
- June 10, 2021, that it had crossed over the threshold of 5% of the Company’s share capital and voting rights on June 7 and that JP Morgan Securities plc had individually crossed over the same thresholds,
- June 23, 2021, that it had crossed under the threshold of 5% of the Company’s share capital and voting rights on June 21 and that JP Morgan Securities plc had individually crossed under the same thresholds;
- the company Harris Associates LP acting on behalf of clients and funds under management, which declared by letter received on:
- January 28, 2021, that it had crossed under the threshold of 5% of the Company’s share capital on January 26;
- the “family concert” composed of Élisabeth Badinter and family holding companies, who declared in the letter received:
- on July 29, 2021, that it had crossed over the thresholds of 5% of the Company’s share capital and voting rights on July 29, and that Élisabeth Badinter individually crossed under the thresholds of 10% of the voting rights and 5% of the share capital and voting rights.
The share of capital held by individual shareholders, according to the last comprehensive survey available on December 6, 2021, was 3.1%.
8.2.2 Control of the Company
At December 31, 2021, to the best of its knowledge, the Company was not controlled and was not subject to any agreement nor commitment linking one or several shareholders, company, foreign government or other natural or legal person operating individually or conjointly with regard to the direct or indirect holding of its share capital or under its control, and there existed no agreement of which the fulfillment could cause a change in the Company’s control at a later date.
8.2.3 Agreements concerning a possible change of control or that might influence a takeover bid
The information required by article L. 22-10-11 of the French Commercial Code can be found in this Universal Registration Document as follows: the capital structure is described in Sections 3.2.3, 8.2 and 8.3, the existence of double voting rights provided for in the Company’s bylaws (article 21) is mentioned in Section 8.1.6, rules applicable to the appointment and replacement of members of the Management Board, as well as the amendment of the Company’s bylaws, are specified in the Company’s bylaws (articles 10 to 12 and 23) and summarized in the aforementioned Section 8.1.6, the existence of authorizations and delegations granted by the Company’s General Shareholders’ Meeting to the Management Board regarding share issuance and buyback is mentioned in Sections 8.3.1 and 8.3.3.
It is also specified that, to the best of the Company’s knowledge, no agreements exist requiring payment of indemnities, in the event of a takeover bid, to the members of the Management Board or employees if their employment should end as a result of this takeover bid.
Certain loan agreements include change in control clauses.
