FIGEAC AERO: MODIFICATION OF THE AGENDA OF THE EXTRAORDINARY AND ORDINARY GENERAL MEETING CALLED ON 20 MAY 2022 – AVAILABILITY OF PREPARATORY DOCUMENTS FOR THE GENERAL MEETING OF SHAREHOLDERS – 04/29/2022 at 09:45


The FIGEAC AÉRO Group (ticker code: FGA) (the “

Company

“), a reference partner of the major aerospace manufacturers, announces the modification of the agenda of the extraordinary and ordinary general meeting of shareholders called to meet on May 20, 2022 in accordance with the terms of the agreement on the adjustment of its financial structure announced on April 5, 2022 (the ”

Deal

”) and the procedures for making available or consulting the preparatory documents for this general meeting.

Addition of four ordinary resolutions to the agenda of the extraordinary and ordinary general meeting of May 20, 2022

In accordance with the timetable set out in the press release published on April 5, 2022, the Company announced on April 15, 2022 the convening of an extraordinary general meeting of shareholders on May 20, 2022 at 11:00 a.m. at the Company’s registered office located at ZI de l’Aiguille – 46100 FIGEAC. A notice of meeting was published to this effect in the Bulletin des Annonces Légales Obligatoires on April 15, 2022.

As announced in the press releases dated April 5 and 15, 2022, the completion of the capital increase reserved for Tikehau Ace Capital on the basis of the 3

th

and 4

th

resolutions put on the agenda would be accompanied by a change in the composition of the Board of Directors of the Company (in line with the recommendations of the Middlenext Code).

In this context, the Company announces the publication in the Bulletin des Annonces Légales Obligatoires today of a notice of meeting containing a notice of amendment to the notice of meeting published on April 15, 2022, in order to modify the agenda and the text draft resolutions from the general meeting of shareholders to include four ordinary resolutions.

Shareholders will therefore be called upon to vote on the following agenda:


Within the competence of the extraordinary general meeting

  1. Modification of the characteristics of the bonds redeemable in cash and/or in new and/or existing shares issued on October 18, 2017 (the “ORNANE”) – Modification of the conversion parity;

  2. Modification of the terms of the 10

    th

    11

    th

    and 15

    th

    resolutions approved by the general meeting of shareholders of September 29, 2017, within the framework of the Amendments to the characteristics of the ORNANE;

  3. Delegation of authority granted to the Board of Directors to decide on the issue of shares, with cancellation of shareholders’ preferential subscription rights in favor of named beneficiaries;

  4. Cancellation of shareholders’ preferential subscription rights subject of the third resolution of the general meeting in favor of Tikehau Ace Capital or any entity affiliated with Tikehau Ace Capital;

  5. Delegation of authority to be granted to the Board of Directors for the purpose of proceeding with the issue reserved for employees who are members of a company savings plan, with cancellation of the preferential subscription right for the benefit of the latter, of shares and /or securities giving access to new shares of the Company in accordance with Article L. 225-138-1 of the French Commercial Code.


    Within the competence of the ordinary general meeting

  6. Appointment of Mr. Franck Crépin as director subject to a condition precedent and with effect from the settlement-delivery of at least 9,553,571 new shares at an issue price of 5.60 euros, issued on the basis of the 3rd and 4th resolutions presented to this general meeting, corresponding to a capital increase for a total amount of 53,449,997.60 euros (issue premium included);

  7. Appointment of Mr. Éric Raynaud as director subject to a condition precedent and with effect from the settlement-delivery of at least 9,553,571 new shares at an issue price of 5.60 euros, issued on the basis of 3

    th

    and 4

    th

    resolutions presented to this general meeting, corresponding to a capital increase for a total amount of 53,449,997.60 euros (issue premium included);

  8. Appointment of Mrs. Anne Tauby as director subject to a condition precedent and with effect from the settlement-delivery of at least 9,553,571 new shares at an issue price of 5.60 euros, issued on the basis of the 3

    th

    and 4

    th

    resolutions presented to this general meeting, corresponding to a capital increase for a total amount of 53,449,997.60 euros (issue premium included);

  9. Appointment of Mrs. Eliane Rouchon as director subject to a condition precedent and with effect from the settlement-delivery of at least 9,553,571 new shares at an issue price of 5.60 euros, issued on the basis of the 3

    th

    and 4

    th

    resolutions presented to this general meeting, corresponding to a capital increase for a total amount of 53,449,997.60 euros (issue premium included).

The information relating to Franck Crépin, Éric Raynaud, Anne Tauby and Eliane Rouchon, whose appointment to the Board of Directors is proposed to the extraordinary and ordinary general meeting called to meet on May 20, 2022, appears in appendix 1 of the report of the board of directors to this general meeting available on the Company’s website (www.figeac-aero.com – section Espace Investisseurs).

Methods of making available or consulting the preparatory documents for the extraordinary and ordinary general meeting of shareholders

The Company recalls that the procedures for participating in and voting at the extraordinary and ordinary general meeting called to meet on May 20, 2022 are set out in the notice of meeting published in the Bulletin des Annonces Légales Obligatoires on April 15, 2022 and in the notice of meeting containing a notice of amendment to the notice of meeting published in the Bulletin des Annonces Légales Obligatoires today. A copy of these notices is available on the Company’s website (www.figeac-aero.com – section Espace Investisseurs).

All the information and preparatory documents for this extraordinary and ordinary general meeting, in particular the information provided for in articles R. 22-10-23, R. 225-81 and R. 225-83 of the French Commercial Code, may also be consulted on the Company’s website (www.figeac-aero.com – Investors Area section) and are available to shareholders at the Company’s registered office located at ZI de l’Aiguille – 46100 FIGEAC.

Shareholders are invited to regularly consult the Company’s website in order to have access to all up-to-date information concerning the extraordinary and ordinary general meeting of May 20, 2022.


ABOUT FIGEAC AERO

The FIGEAC AÉRO Group, a benchmark partner for major aerospace manufacturers, specializes in the production of structural parts in light alloys and hard metals, engine parts, landing gear and sub-assemblies. An international group, FIGEAC AÉRO is present in France, the United States, Morocco, Mexico, Romania and Tunisia. As of March 31, 2021, the Group achieved annual revenue of €204.6 million.


FIGEAC AERO


Jean-Claude Maillard – Chairman and CEO

Such. : 05 65 34 52 52

Camille Traineau

Corporate Development Director

Institutional relations / IR

Such. : 05 81 24 61 90 / [email protected]

NEWS Finance & Communication


Corinne Puissant – Analyst/Investor Relations

Such. : 01 53 67 36 77 / [email protected]

Manon Clairet – Press Relations

Such. : 01 53 67 36 73 / [email protected]

WARNING

This press release contains forward-looking statements about FIGEAC AÉRO and in particular forward-looking statements relating to FIGEAC AÉRO’s ability to implement its operational optimization plan and the impact of this plan on FIGEAC AÉRO’s capacity. to limit the impact of the significant drop in activity linked to the Covid-19 crisis on the Group’s profitability. The use of certain words, such as “believe”, “potential”, “hope”, “should”, “aim” and other similar expressions or expressions, are intended to identify these forward-looking statements. Although the Company considers that its projections are based on current reasonable assumptions and expectations of its General Management, these forward-looking statements may be called into question by a certain number of known or unknown hazards and uncertainties, which could give rise to results materially different from those described, implied or anticipated, expressed or implied, in such forward-looking statements. These vagaries and uncertainties include in particular aircraft production rates from manufacturers. Moreover, even if the results, performance, financial situation and liquidity of the Company and the development of the industrial sector in which it operates are in line with such forward-looking statements, they cannot be predictive of results or developments in the future. These forward-looking statements speak only as of the date of the publication of this document. Subject to applicable regulations, the Company makes no commitment to update or revise the information contained in this press release, whether due to new information, future events or otherwise. Forward-looking information and statements are not guarantees of future performance and are subject to various risks and uncertainties, many of which are difficult to predict and generally beyond the control of FIGEAC AÉRO.


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Regulated information:


Press releases for the availability of documents:

– Methods of making available the preparatory documents for the GM


Full and original press release in PDF format:

https://www.actusnews.com/news/74266-figeac-aero-29082022-ag-mad-vf.pdf

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