VINCI launches a tap issue of non-dilutive convertible bonds for up to €150 million to be fully assimilated to its €400 million non-dilutive convertible bonds due February 2030

Nanterre, 28 April 2025

VINCI launches a tap issue of non-dilutive convertible bonds for up to €150 million to be fully assimilated to its €400 million non-dilutive convertible bonds due February 2030

VINCI announces the launch of a tap issue of non-dilutive convertible bonds for a nominal amount of €125 million (which may be increased to €150 million) (the “New Bonds”). The transaction is non-dilutive due to the simultaneous purchase by VINCI of mirroring call options on its own shares.

The New Bonds are to be issued on the same terms (save for the date of issue and issue price) as the €400 million non-dilutive convertible bonds due 18 February 2030 issued by Vinci on 18 February 2025 (the “Original Bonds”, together with the New Bonds, the “Bonds”) and, as of the settlement date of the New Bonds, will be fully fungible with and assimilated to the Original Bonds and trading on the same listing line.

Concurrently with the issuance of the New Bonds, VINCI will purchase, in addition to the cash-settled call options on its own shares that were bought with regards to the issue of the Original Bonds, new cash-settled call options on its own shares (the “New Options”) to hedge its economic exposure in case of exercise of the conversion right attached to the New Bonds, eliminating dilution.

The net proceeds of the issue of the New Bonds will be used for general corporate purposes of VINCI and the purchase of the New Options.

The initial issue price of the New Bonds will be between 106.450% and 106.950% of their nominal value (plus accrued interest) and will be announced later and at the latest before markets open on 29 April 2025. This initial issue price will be adjusted based on the arithmetic average of the VINCI’s share daily volume-weighted average prices on the regulated market of Euronext in Paris over the 2 consecutive trading days from 29 April to 30 April 2025 (the “Additional Issue Reference Share Price Period”). The final issue price of the New Bonds will be announced on 30 April 2025.

The settlement and delivery date of the New Bonds is expected to take place on 6 May 2025.

It is anticipated that the hedge counterparties to the New Options will enter into transactions to hedge their respective positions under the New Options through the sale, purchase of VINCI shares or any other transactions, on the market and off-market, at any time, and in particular during the Additional Issue Reference Share Price Period as well as following any conversion or in the event of early redemption of the Bonds.