General Shareholder's Meeting on May 3, 2019

GENERAL SHAREHOLDERS’ MEETING ON MAY 3, 2019 APPROVES THE DIVIDEND OF €0.50 PER SHARE AND THE TRANSFER OF THE LISTING OF LANSON-BCC SECURITIES FROM EURONEXT PARIS TO EURONEXT GROWTH

Reims, Friday May 3, 2019, 5:45pm - LANSON-BCC held its general meeting today at Champagne Lanson in Reims.

All the resolutions were adopted.The general meeting notably approved the corporate and consolidated financial statements for the year ended December 31, 2018, and set the dividend for 2018 at €0.50 per share. The ex-dividend date has been set for May 8, 2019. It will be paid out on May 10, 2019.

The general meeting also approved the proposal to transfer the listing of the LANSON-BCC Group’s securities from the regulated market Euronext Paris Compartment C to Euronext Growth, and granted full powers to the Board of Directors to initiate this procedure with Euronext.

During its meeting on May 3, 2019, the Board of Directors decided to carry out this transfer. Subject to approval by Euronext, the company will be listed on Euronext Growth with an accelerated procedure for admission to trading for the existing shares, without issuing any new shares.

The LANSON-BCC Group has been listed on the stock market since 1996. Its admission on Euronext Growth will be carried out subject to a minimum timeframe of two months.

Taking into account the constantly increasing regulatory burden for companies listed on the regulated market Euronext and the additional costs that this generates, the Board of Directors considers that the transfer to Euronext Growth will give the LANSON-BCC Group access to a market that is more appropriate for its size. This transfer of its listing will enable it to limit certain regulatory constraints and the costs involved with them. In addition, the share’s liquidity will be maintained.

Main consequences of the proposed transfer of the listing (non-exhaustive list)

In accordance with regulations, LANSON-BCC would like to remind shareholders and the public about certain consequences of such a transfer:

• Protection of minority shareholders:

• The protection of minority shareholders, in the event of a change of control, will be ensured on Euronext Growth by the mechanism for public tenders if the threshold of 50% of the capital or voting rights is passed, directly or indirectly, acting alone or in concert;

• Furthermore, in terms of changes in their shareholding structure, companies listed on Euronext Growth only need to inform the market when the thresholds representing 50% and 95% of their capital or voting rights are exceeded or dropped below;

• However, in accordance with legislation, LANSON-BCC will, for three years after its delisting from the Euronext market, remain subject to the system governing mandatory public offers and its disclosure requirements will remain the same concerning ownership thresholds and declarations of intent as applicable for companies listed on Euronext.

• Periodic financial disclosures:

• Extension of the timeframe for publishing half-year accounts to four months following the half year-end, including a balance sheet, income statement and comments for the period.

• Free choice of accounting standards (French GAAP or IFRS) to prepare the consolidated accounts.
• Concerning these two points, LANSON-BCC is maintaining its previous practices and will therefore notably continue to apply IFRS.

• Ongoing disclosures:

LANSON-BCC will continue to provide accurate, precise and fair disclosures, by making public all privileged information concerning the company, in accordance with the European Market Abuse Regulation (MAR). The terms of this regulation will also continue to fully apply to LANSON-BCC, particularly with regard to disclosures of transfers concerning the securities of its executives.

Indicative schedule of the transfer of the listing (subject to approval by Euronext)

• March 27, 2019: information for the public concerning the proposed request for admission (first press release)
• May 3, 2019: combined ordinary and extraordinary general meeting
• May 3, 2019: information concerning the definitive transfer decision (second press release)
• Week of May 6, 2019: request to delist the securities from Euronext and request for their admission on Euronext Growth
• From July 3, 2019: admission on Euronext Growth.

Attached document: 

General Shareholder's Meeting on May 3, 2019