REG - TotalEnergies SE - Capital decrease by way of shares cancellation

TotalEnergies SEAnnouncement

24/02/2025 18:15

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RNS Number : 2637Y  TotalEnergies SE  24 February 2025

 
 

Share capital decrease by way of treasury shares cancellation

 

 

Paris, February 24, 2025 - On February 4, 2025, the Board of Directors, under
the conditions set forth at the Extraordinary Shareholders' Meeting of May 25,
2022, decided to decrease the share capital of TotalEnergies SE by way of
cancellation of 127,622,460 treasury shares representing 5.32% of the share
capital, with effect from February 10, 2025. These shares were repurchased
from October 27, 2023 to November 19, 2024.

 

After this cancellation of shares, the number of shares of TotalEnergies SE is
2,270,057,201, and the number of voting rights that can be exercised at the
Shareholders' Meeting is 2,270,057,201.

 

This cancellation follows earlier decisions by the Board of Directors, using
this same authorization, to reduce the share capital of TotalEnergies SE:

-     On September 21, 2023, with effect from September 25, 2023, by
canceling 86,012,344 treasury shares.

-     On February 6, 2024, with effect from February 12, 2024, by
canceling 25,405,361 treasury shares.

 

 

Disclaimer

The terms "TotalEnergies", "TotalEnergies company" and "Company" in this
document are used to designate TotalEnergies SE and the consolidated entities
directly or indirectly controlled by TotalEnergies SE. Likewise, the words
"we", "us" and "our" may also be used to refer to these entities or their
employees. The entities in which TotalEnergies SE directly or indirectly owns
a shareholding are separate and independent legal entities.

This document may contain forward-looking statements (including
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995), notably with respect to the financial
condition, results of operations, business activities and industrial strategy
of TotalEnergies. This document may also contain statements regarding the
perspectives, objectives, areas of improvement and goals of TotalEnergies,
including with respect to climate change and carbon neutrality (net zero
emissions). An ambition expresses an outcome desired by TotalEnergies, it
being specified that the means to be deployed do not depend solely on
TotalEnergies. These forward-looking statements may generally be identified by
the use of the future or conditional tense or forward-looking words such as
"envisions", "intends", "anticipates", "believes", "considers", "plans",
"expects", "thinks", "targets", "aims" or similar terminology. Such
forward-looking statements included in this document are based on economic
data, estimates and assumptions prepared in a given economic, competitive and
regulatory environment and considered to be reasonable by TotalEnergies as of
the date of this document. These forward-looking statements are not historical
data and should not be interpreted as assurances that the perspectives,
objectives, or goals announced will be achieved.  They may prove to be
inaccurate in the future, and may evolve or be modified with a significant
difference between the actual results and those initially estimated, due to
the uncertainties notably related to the economic, financial, competitive and
regulatory environment, or due to the occurrence of risk factors, such as,
notably, the price fluctuations in crude oil and natural gas, the evolution of
the demand and price of petroleum products, the changes in production results
and reserves estimates, the ability to achieve cost reductions and operating
efficiencies without unduly disrupting business operations, changes in laws
and regulations including those related to the environment and climate,
currency fluctuations, as well as economic and political developments, changes
in market conditions, loss of market share and changes in consumer
preferences, or pandemics  such as the COVID-19 pandemic. Additionally,
certain financial information is based on estimates particularly in the
assessment of the recoverable value of assets and potential impairments of
assets relating thereto. Neither TotalEnergies SE nor any of its subsidiaries
assumes any obligation to update publicly any forward-looking information or
statement, objectives or trends contained in this document whether as a result
of new information, future events or otherwise. The information on risk
factors that could have a significant adverse effect on TotalEnergies'
business, financial condition, including its operating income and cash flow,
reputation, outlook or the value of financial instruments issued by
TotalEnergies is provided in the most recent version of the Universal
Registration Document which is filed by TotalEnergies SE with the French
Autorité des Marchés Financiers and the annual report on Form 20-F filed
with the United States Securities and Exchange Commission ("SEC").

Cautionary Note to U.S. Investors - U.S. investors are urged to consider
closely the disclosure in the Form 20-F of TotalEnergies SE, File N° 1-10888,
available from us at 2, place Jean Millier - Arche Nord Coupole/Regnault -
92078 Paris-La Défense Cedex, France, or at our website totalenergies.com.
You can also obtain this form from the SEC by calling 1-800-SEC-0330 or on the
SEC's website sec.gov.

 

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