Hexcel Corporation Announces Voluntary Delisting from Euronext Paris
Hexcel Corporation (NYSE and Euronext Paris: HXL) announces today that following a comprehensive review of the trading volume, costs and administrative requirements related to its dual-listing of its common stock on Euronext Paris, Hexcel requested the delisting of its shares (ISIN US4282911084) from Euronext Paris. This request has received approval from the Board of Directors of Euronext Paris SA.
Following the delisting from Euronext Paris, the HXL shares will remain traded on the New York Stock Exchange (NYSE), HXL's primary listing exchange.
In connection with the delisting from Euronext Paris, a voluntary sales facility procedure on the NYSE will be provided by Hexcel to its stockholders holding their HXL shares under Euroclear France (the "Euronext Stockholders") during which such Euronext Stockholders will have the following options:
- Sell their shares by participating in the sales facility described below in order to effect the sale of all or a portion of their HXL shares on the NYSE.
- Retain their shares which they will be able to trade on Euronext Paris through and including the trading day prior to the delisting date and only on the NYSE thereafter.
Euronext Stockholders wishing to sell their shares on the NYSE via the sales facility should ask their financial intermediary to deliver their HXL shares between and including June 25, 2019 to July 8, 2019 to Société Générale. Société Générale will be acting as the centralizing agent appointed by Hexcel for the sales facility, following the procedure described in a Euronext notice, which was published on June 21, 2019.
The HXL shares tendered to Société Générale will be sold beginning July 16, 2019 on the NYSE at the market price prevailing at the time of the sale. Société Générale will calculate the average sale price of the HXL shares and will transfer the sale proceeds to the tendering Euronext Stockholders once it receives the funds. The brokerage fee related to the sale of the HXL shares on the NYSE will be borne by Hexcel.
Euronext Stockholders are reminded that they may tender their shares in this sales facility on a voluntary basis. If they decide not to tender their shares, they remain entitled to sell all or part of their shares at any time, or keep them, under the terms and conditions applicable by their custodian.
The calendar for the sales facility and the delisting of HXL shares from Euronext Paris is as follows (though Hexcel reserves the right to amend this calendar):
Event |
Date |
Sales facility |
|
Beginning of the sales facility |
June 25, 2019 |
End of the sales facility |
July 8, 2019 |
End of the centralization by Société Générale |
July 11, 2019 (before 4 p.m. Paris time) |
Sale on the NYSE of the HXL shares tendered in the sales facility |
Beginning July 16, 2019 |
Settlement of the proceeds of the sale to the relevant financial institutions |
As soon as possible after receipt of the proceeds of the sale |
Delisting |
|
Last day of trading of HXL shares on Euronext Paris |
July 25, 2019 |
Delisting of HXL shares from Euronext Paris |
July 26, 2019 |
Euronext Stockholders participating in the sales facility are reminded that they acknowledge and accept (i) the risk implied from the change in the HXL share market price or applicable currency exchange rates between the end of the sales facility and the sale of the HXL shares on the NYSE, and (ii) from the time their HXL shares are delivered to Société Générale, they will not be entitled to any subsequent dividend declared by the board of directors of Hexcel. Any instruction to tender is irrevocable.
Euronext Stockholders not participating in the sales facility may continue to trade their HXL shares on Euronext Paris until and including July 25, 2019, under the usual terms and conditions of their broker.
The HXL shares will be delisted from Euronext Paris on July 26, 2019. Thereafter, Euronext Stockholders who have chosen not to sell their HXL shares through the sales facility, or otherwise have taken no action will be able to trade them on the NYSE only under the terms and conditions of their financial intermediary who will take the necessary steps to move their shares from Euroclear France to the relevant alternative central system for depositary. The HXL shares are expected to be removed from operations of Euroclear France from August 19, 2019.
Hexcel common stock will continue to be listed on the NYSE under the symbol "HXL."
Euronext Stockholders may request any additional information from their custodian and usual financial intermediary, who have received the details of the delisting.
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About Hexcel
Hexcel Corporation is a leading advanced composites company. It develops, manufactures and markets lightweight, high-performance structural materials including carbon fibers, specialty reinforcements, prepregs and other fiber-reinforced matrix materials, honeycomb, adhesives, engineered core and composite structures for use in commercial aerospace, space and defense and industrial applications. Learn more at www.Hexcel.com.
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