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Annual report 2006 - Dexia.com

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GENERAL INFORMATION<br />

6.1.3. September 11, <strong>2006</strong>: capital increase –<br />

accelerated book building<br />

A capital increase carried out as part of an accelerated book<br />

building transaction and giving rise to the issue of 66,176,166<br />

new shares subscribed at a price of EUR 19.30 was observed<br />

by notarized deed dated September 11, <strong>2006</strong>.<br />

As a consequence of that exercise, the amount of capital<br />

of the Company went from EUR 4,888,607,837.92 to<br />

EUR 5,168,400,584.92 represented by 1,147,775,757 shares.<br />

6.1.4. September 29, <strong>2006</strong>: capital increase –<br />

exercise of subscription rights (“F1996”, “F1997”,<br />

“A1999”, “A2000”, “ESOP 2000”, “ESOP 2001”<br />

and “ESOP 2002” warrants)<br />

A capital increase by the issue of 638,709 new shares with<br />

VVPR strips was observed by notarized deed dated September<br />

29, <strong>2006</strong> and results from the exercise of the following categories<br />

of subscription rights:<br />

a) 26,000 subscription rights of the category “F1996” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.a above by their beneficiaries<br />

at a price of EUR 5.95 and 5,000 subscription rights of<br />

the category “F1997” warrants were exercised at a price of<br />

EUR 8.10;<br />

b) 88,840 subscription rights of the category “A1999” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.b above by their beneficiaries<br />

at a price of EUR 13.81 and 34,250 subscription rights of<br />

the category “A2000” warrants were exercised at a price of<br />

EUR 15.17;<br />

c) 36,700 subscription rights of the category “ESOP 2000”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.c above by their beneficiaries at<br />

a price of EUR 14.58;<br />

d) 83,500 subscription rights of the category “ESOP 2001”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.d above by their beneficiaries at<br />

a price of EUR 17.86;<br />

e) 364,419 subscription rights of the category “ESOP 2002”<br />

warrants were exercised within the context of the stock<br />

option plan described in point 6.1.2.e above by their beneficiaries<br />

including 118,219 at a price of EUR 11.88 (all beneficiaries<br />

except French beneficiaries) and 246,200 at a price of<br />

EUR 13.66 (French beneficiaries).<br />

As a consequence of that exercise, the amount of capital<br />

of the Company went from EUR 5,168,400,584.92 to<br />

EUR 5,171,274,775.42 represented by 1,148,414,466 shares.<br />

6.1.5. October 26, <strong>2006</strong>: capital increase – exercise<br />

of subscription rights (“share plan net 2001 +<br />

Germany”)<br />

456,738 subscription rights of the category “share plan net<br />

2001 + Germany” warrants were exercised by their beneficiaries<br />

at a price of EUR 17.23. These options were issued in<br />

accordance with the resolution dated June 6, 2001 passed<br />

by the Extraordinary Shareholders’ Meeting of <strong>Dexia</strong> SA<br />

particularly in favor of members of staff of the branch network<br />

of <strong>Dexia</strong> Bank Belgium and members of staff of certain<br />

international subsidiaries and sub-subsidiaries of <strong>Dexia</strong> SA<br />

(Germany).<br />

As a consequence of that exercise, the amount of capital<br />

of the Company went from EUR 5,171,274,775.42 to<br />

EUR 5,173,330,096.42 represented by 1,148,871,204 shares.<br />

6.1.6. December 20, <strong>2006</strong>: capital increase<br />

reserved for <strong>Dexia</strong> Group members of staff (stock<br />

option plan <strong>2006</strong>) – exercise of subscription rights<br />

(“F1997”, “F1998”, “A1999”, “A2000”, “ESOP<br />

2000”, “ESOP 2001”, “ESOP 2002” and “ESOP<br />

2003” warrants)<br />

The first part of the capital increase on December 20, <strong>2006</strong><br />

falls within the context of the <strong>2006</strong> shareholding plan aimed<br />

at all members of staff and all employees of the <strong>Dexia</strong> Group,<br />

in accordance with terms similar to those for 2000, 2001,<br />

2002, 2003, 2004 and 2005 <strong>Dexia</strong> shareholding plans. In all,<br />

8,265,504 new <strong>Dexia</strong> shares with VVPR strips were subscribed<br />

and issued on December 20, <strong>2006</strong> within the context of the<br />

<strong>2006</strong> shareholding plan.<br />

It is also to be noted that a total of 197,748 subscription rights<br />

(of a maximum 1,200,000 issued under suspensive condition<br />

by the Extraordinary Shareholders’ Meeting of the <strong>com</strong>pany<br />

on May 10, <strong>2006</strong>) were also issued on December 20, <strong>2006</strong> in<br />

favor of employees who had subscribed to the offer providing<br />

for the free grant of 6 subscription rights for 10 sub scribed<br />

shares without discount (term of offer only made to employees<br />

of the self-employed network of branches of the <strong>Dexia</strong><br />

Group in Belgium).<br />

The second part of the capital increase observed by notarized<br />

deed dated December 20, <strong>2006</strong> related to the issue of<br />

3,914,221 new shares ac<strong>com</strong>panied by VVPR strips resulting<br />

from the exercise of the following categories of subscription<br />

rights:<br />

a) 43,470 subscription rights of the category “F1997” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.b above by their beneficiaries<br />

at a price of EUR 8.10 and 61,200 subscription rights of<br />

the category “F1998” warrants were exercised at a price of<br />

EUR 11.27;<br />

b) 86,275 subscriptions rights of the category “A1999” warrants<br />

were exercised within the context of the stock option<br />

plan described in point 6.1.2.b above by their beneficiaries<br />

at a price of EUR 13.81 and 134,504 subscription rights of<br />

the category “A2000” warrants were exercised at a price of<br />

EUR 15.17;<br />

c) 356,553 subscription rights of the category “ESOP 2000”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.c above by their beneficiaries at<br />

a price of EUR 14.58;<br />

d) 956,500 subscription rights of the category “ESOP 2001”<br />

warrants were exercised within the context of the stock option<br />

plan described in point 6.1.2.d above by their beneficiaries at<br />

a price of EUR 17.86;<br />

e) 1,598,719 subscription rights of the category “ESOP 2002”<br />

warrants were exercised within the context of the stock<br />

option plan described in point 6.1.2.e above by their benefici-<br />

MANAGEMENT REPORT<br />

COMPTES CONSOLIDÉS<br />

COMPTES SOCIAUX<br />

<strong>Dexia</strong> / <strong>Annual</strong> Report <strong>2006</strong> | 105

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