A share repurchase programme authorised by the General Shareholders’ Meeting of 9 June 2006 was implemented by the Board of Directors, within the limit of 10% of the total number of shares making up the Company’s capital. The initial duration of the programme was 18 months, renewed for 12 months then by tacit agreement every year.
A liquidity contract exists for this programme, as required by the French market regulator AMF (Autorité des marchés financiers).
At 31 December 2022, treasury shares deducted from consolidated equity represent 888,511 shares with total value of €7 million.
At the Ordinary and Extraordinary Shareholders’ meeting of 12 May 2022 it was decided to distribute an ordinary dividend of €0.58 per share in respect of 2021, offering shareholders the choice of payment in cash or shares (scrip option).
In application of Article 24 of the Company’s articles of association, shareholders who have held their shares continuously for at least 2 years at the year-end and still hold them at the dividend distribution date benefit from a 10% bonus on their dividends. The number of shares carrying an entitlement to the bonus dividend cannot exceed 0.5% of the Company’s capital per shareholder. The bonus dividend amounts to €0.638 per share.
The French government opted for the scrip dividend for 2021.
The amount of the cash dividend paid to shareholders who did not opt for the scrip dividend for 2021 amounts to €72 million.
No interim dividend was paid for 2022.
The perpetual subordinated bonds issued by the Group (“hybrid” bond issue) incorporate options for redemption at the initiative of EDF. These options may be exercised after a minimum period that depends on the specific terms of each issue, and subsequently at each coupon date or in the event of highly specific circumstances. The annual yield is fixed and reviewable based on contractual clauses that vary according to the specific terms of the issuance. There is no obligation for EDF to make any payment, due to the existence of contractual clauses entitling it to defer payment indefinitely.
However, those clauses stipulate that any deferred payments must be made in the event of a dividend distribution. All these features give EDF an unconditional right to avoid paying out cash or another financial asset for the principal or interest. Consequently, in compliance with IAS 32, these bonds are recorded as equity instruments and any payment made is treated in the same way as dividends.
At 31 December 2022, perpetual subordinated bonds carried in equity amounted to €11,722 million (less net-of-tax transaction costs) (€12,264 million at 31 December 2021).
On 30 November 2022 the Group issued hybrid bonds, recorded in equity, with a total value of €994 million (see note 14.4.2).
On 29 January 2023 EDF exercised its option to redeem all the perpetual subordinated bonds, totalling USD 2,098 million. EDF consequently reclassified these equity instruments as financial liabilities at 31 December 2022 at the amount of €1,538 million, considering the redemption as certain (see note 18.3.2.1).
Interest paid by EDF to the bearers of perpetual subordinated bonds issued totalled €606 million in 2022 and €547 million in 2021. The resulting cash payout is reflected in a corresponding reduction in Group equity.
In January 2023, EDF paid interest of around €224 million to the bearers of perpetual subordinated bonds.
| (in millions of currency units) | |||||
|---|---|---|---|---|---|
| Entity | Issue (1) | Nominal amount | Currency | Redemption option | Coupon |
| EDF | 01/2013 | 1,250 | EUR | 12 years | 5.38% |
| EDF | 01/2013 | 1,250 | GBP | 13 years | 6.00% |
| EDF | 01/2014 | 1,500 | USD | 10 years | 5.63% |
| EDF | 01/2014 | 1,000 | EUR | 12 years | 5.00% |
| EDF | 01/2014 | 750 | GBP | 15 years | 5.88% |
| EDF | 10/2018 | 1,250 | EUR | 6 years | 4.00% |
| EDF | 11/2019 | 500 | EUR | 8 years | 3.00% |
| EDF | 09/2020 | 850 | EUR | 6.5 years | 2.88% |
| EDF | 09/2020 | 1,250 | EUR | 10 years | 3.38% |
| EDF | 06/2021 | 1,250 | EUR | 7 years | 2.63% |
| EDF | 12/2022 | 1,000 | EUR | 6 years | 7.50% |
(1) Date funds were received.
