"No information relating to Michelin's convertible non-dilutive cash-settled bonds issue may be distributed to the public in any jurisdiction in which registration or approval is required, notably in France. No steps have been taken to make an offer to the public of Michelin's convertible non-dilutive cash-settled bonds in any jurisdiction where such steps would be required. The securities of the Company may not be offered or sold in Canada, Japan, South Africa and Australia, or the United States. No securities may be offered or sold in the United States absent registration with the Securities and Exchange Commission under the U.S. Securities Act of 1933 as amended, or by virtue of an exemption from registration. The Company has no intention to register the transaction in the United States or to make a public offering of its securities in the United States."
Clermont-Ferrand - May 23, 2018
COMPAGNIE GENERALE DES ETABLISSEMENTS MICHELIN
| Notice to bondholders Adjustments to the conversion conditions following the payment of the dividend on May 24, 2018, for the following bonds: USD 600 million non-dilutive cash-settled convertible bonds due 2023 issued by Compagnie Générale des Etablissements Michelin (the "Bonds") (ISIN: FR0013309184) |
Capitalized terms not otherwise defined in this notice shall have the meaning given to them in the terms and conditions of the Bonds (the "Conditions").
Compagnie Générale des Etablissements Michelin hereby notifies the holders of the Bonds that, following the occurrence of an Ex-Date in respect of an Ordinary Cash Dividend of €3.55 per share payable on May 24, 2018 to shareholders on record on May 23, 2018, the following adjustments become effective May 22, 2018:
- The Conversion Price is adjusted to €166.9778;
- The Conversion Ratio based on such adjusted Conversion Price is 988.0503; and
- The Dividend Threshold is adjusted to €3.2416.
(Each of the numbers above has been rounded to four decimal places, in accordance with the terms and conditions.)
| Investor Relations Édouard de Peufeilhoux +33 (0) 4 73 32 74 47 +33 (0) 6 89 71 93 73 (cell) edouard.de-peufeilhoux@michelin.com Matthieu Dewavrin +33 (0) 4 73 32 18 02 +33 (0) 6 71 14 17 05 (cell) matthieu.dewavrin@michelin.com Humbert de Feydeau +33 (0) 4 73 32 68 39 +33 (0) 6 82 22 39 78 (cell) humbert.de-feydeau@michelin.com | Media Relations Corinne Meutey +33 (0) 1 78 76 45 27 +33 (0) 6 08 00 13 85 (cell) corinne.meutey@michelin.com Individual Shareholders Jacques Engasser +33 (0) 4 73 98 59 08 jacques.engasser@michelin.com |
DISCLAIMER This press release is not an offer to purchase or a solicitation to recommend the purchase of Michelin shares. To obtain more detailed information on Michelin, please consult the documents filed in France with Autorité des marchés financiers, which are also available from the Michelin website www.michelin.com/eng . This press release may contain a number of forward-looking statements. Although the Company believes that these statements are based on reasonable assumptions as at the time of publishing this document, they are by nature subject to risks and contingencies liable to translate into a difference between actual data and the forecasts made or inferred by these statements.
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