4.4 Legal risk - Scor

In 2010 the movements were due to the following operations:
• On 28 April 2010 the General Meeting of Shareholders proposed the option to pay dividend with issuance of new
shares (scrip dividends). At the end of exercise period (2 June 2010), 2,647,517 new shares were issued for a total
of EUR 21 million (plus EUR 21 million in additional paid capital).
• During 2010 the Board decided upon two separate share capital reductions by cancellation of a total of 210,401
treasury shares for a total amount of EUR 1.6 million.
• All other movements presented above relate to the issuance of shares on the exercise of stock options for
EUR 2 million (EUR 1 million in share capital and EUR 1 million in additional paid-in capital). This resulted in the
creation of 145,254 new shares throughout the year.
In 2011, the movements were due to the following operations:
• The Board of Directors held on 7 March 2011 decided to reduce the share capital by cancellation of 146,663
treasury shares for a total value of EUR 1.15 million.
• On 5 July 2011, in the context of the contingent capital equity line, UBS exercised the number of warrants required
for the issuance and subscription of 4,250,962 new SCOR shares for a global amount of EUR 75 million.
• All other movements presented above relate to the issuance of shares on the exercise of stock options for
EUR 1.9 million (EUR 0.9 million in share capital and EUR 1.0 million in additional paid-in capital). This resulted in
the creation of 121,603 new shares throughout the year.
In 2012, the movements were due to the following operations:
• After recording the creation of 216,250 new ordinary shares further to the exercise of stock-options between
1 March 2011 and 30 April 2012, the Board of Directors held on 3 May 2012 decided to reduce the share capital by
cancellation of 216,250 treasury shares for a total value of EUR 1.7 million.
• All other movements presented above relate to the issuance of shares on the exercise of stock options for
EUR 9.4 million (EUR 4.5 million in share capital and EUR 4.9 million in additional paid-in capital). This resulted in
the creation of 579,166 new shares throughout the year.
The shares issued in 2012, 2011 and 2010 were issued at a nominal price of EUR 7.8769723 per share.
Treasury shares
The number of shares held as treasury shares by the Company or its subsidiaries at 31 December 2012 amounted to
8,930,686 shares compared to 7,262,600 shares at the end of 2011. These treasury shares are not entitled to dividends.
Contingent Capital Arrangement
In the context of a contingent capital arrangement program, SCOR issued 9,521,424 warrants on 17 December 2010 to
UBS, each warrant committing UBS to subscribe for two new SCOR shares (maximum amount of EUR 150 million -
including issuance premium available per tranche of EUR 75 million each - including issuance premium) when the
aggregated amount of the estimated ultimate net losses resulting from eligible natural catastrophes incurred by the Group
(in its capacity as an insurer/reinsurer) reaches certain contractual thresholds in any given calendar year between 1 January
2011 and 31 December 2013 or if no drawdown already took place in the context of the agreement and SCOR’s share price
drops below EUR 10.
On 5 July 2011, SCOR drew EUR 75 million under the contingent capital facility due to the exceptional first quarter natural
catastrophe events. UBS exercised the number of warrants required for the issuance and subscription by it of new SCOR
shares in an aggregate amount of EUR 75 million and informed SCOR that it had placed the corresponding shares with
investors in a private placement.
SCOR issued 4,250,962 new ordinary shares on 11 July 2011 at an issuance price of EUR 17.643 per share (the exercise
price of the warrants). These shares have been subscribed in full by UBS.
The tranche not triggered had no impact on the dilutive earning per share, as the related increase in capital may never take
place.
On 16 May 2012, SCOR signed a new natural catastrophe financial coverage facility in the form of a contingent capital
equity line with UBS. This new facility is an extension of its existing 2010 contingent capital equity line. Under this new
equity line, SCOR benefits from an additional EUR 75 million financial coverage from 1 January 2012 to 31 December 2013,
thereby increasing its existing contingent capital equity line from EUR 75 million to EUR 150 million.
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