COGELEC (EPA:COGEC) - Cogelec : Description of the 2018-2019 share buyback programme.

Transparency directive : regulatory news

16/07/2018 08:00

PRESS RELEASE

             DESCRIPTION OF THE 2018-2019 SHARE BUYBACK PROGRAMME

Mortagne-sur-Sèvre, France, 16 July 2018, COGELEC (ISIN: FR0013335742 /
mnemonic code: COGEC), the French leader in access control for collective
housing, publishes the description of its share buyback programme, authorised
by the General Meeting of Shareholders held on 23 April 2018.

Breakdown by objectives of treasury shares

Cogelec does not hold any treasury shares.

Objectives of the buyback programme

1. market-making through a liquidity agreement that complies with a code of
   conduct recognised by the AMF and entrusted to an investment services
   provider acting in accordance with market practices approved by the AMF;
2. implement any and all Company stock-option plans in accordance with articles
   L.225- 177 et seq of the French Commercial Code;
3. allot free shares in accordance with articles L.225-197-1 et seq of the
   French Commercial Code;
4. allot shares to employees under the French statutory profit-sharing scheme
   and implement any company savings plan under the conditions provided for by
   the law, in particular articles L. 3332-1 et seq of the French Employment
   Code;
5. hold shares for the purpose of remittance as consideration for any future
   external growth transactions;
6. deliver shares upon the exercise of rights attached to securities giving
   access to the capital;
7. cancel all or some of the shares bought back in order to reduce the capital,
   within the framework of and subject to obtaining authorisation from the
   Extraordinary General Meeting of Shareholders which is still valid;
8. and more generally, carry out any authorised transaction that may be
   authorised by the law or any market practice accepted by the AMF, it being
   specified that the company shall inform its shareholders thereof by way of a
   press release.

Maximum proportion of the share capital authorised for buyback

The purchases may not exceed 10% of the share capital on the date of the
buybacks. Nevertheless, the number of shares purchased for the purpose of
holding them and subsequently using them as consideration or exchanging them
for any future merger, demerger or contribution, may not exceed 5% of the share
capital.

Terms and conditions of the buyback

The shares may be bought back using all means, in one or in several
transactions, in compliance with applicable stock market regulations and
authorised market practices published by the AMF, on the stock exchanges or
not, in particular, where appropriate, by in the share's volatility.

Maximum amount allocated to the buyback programme

EUR5,000,000

Maximum purchase price of the shares

EUR35.25 (i.e. 300% of the price of shares offered to the public in the
framework of the Cogelec IPO), it being specified that in the event of a change
in the share's par value, a capital increase through the incorporation of
reserves and allotment of free shares as well as in the event of a share split
or a reverse share split, amortization or reduction of capital, distribution of
reserves or other assets and all other transactions relating to the
shareholders' equity, this unit price will be adjusted by a multiplier equal to
the ratio between the number of shares constituting the capital before the
transaction and the number after the transaction.

Duration of the buyback programme

18 months from the General Meeting of Shareholders held on 23 April 2018.

Contacts

Cogelec
Stéphane Vapillon
Chief Financial Officer
+ 33 (0)2 72 67 00 92
investors@cogelec.fr

Actifin, financial media relations
Jennifer Jullia
+33 (0)1 56 88 11 19
jjullia@actifin.fr

Actifin, financial communications & PR
Ghislaine Gasparetto
+33 (0)1 56 88 11 22
ggasparetto@actifin.fr

About COGELEC

COGELEC is the French leader in access control systems for building complexes.
As early as 2007, COGELEC created the first universal wireless intercom
solution under the Intratone(r) brand. This unique offering boasts a disruptive
economic model which simultaneously includes equipment, an intercom solution
and an online management tool.

COGELEC has already outfitted 850,000 dwellings, including 150,000 new
dwellings in 2017, out of a potential total of 15.4 million dwellings in
France.

Present on the export market for five years, COGELEC also offers its solutions
in Germany, the United Kingdom, the Netherlands and Belgium through existing
subsidiaries or those currently being launched.

Based on an indirect distribution model associated with a strong local
relationship with end customers (social housing landlords and co-owners'
associations), COGELEC posted solid performances with revenue up nearly 17% to
EUR30.6m in 2017, for current operating income of EUR5m and net income of
EUR2.9m. COGELEC aims to triple its revenue to EUR90 million by 2021. For more
information: www.cogelec.fr

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COGELEC (EPA:COGEC) - Cogelec : Description of the 2018-2019 share buyback programme.

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