Transaction in Own Shares • May 13, 2022
Transaction in Own Shares
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KONGSBERG enters into agreement for share buyback for up to NOK 500 million
Kongsberg Gruppen ASA (“KONGSBERG”) has on 13 May 2022 put in place a non-discretionary agreement with Danske Bank for the repurchase of KONGSBERG shares for up to NOK 250 million in the market. Under the agreement, Danske Bank will manage the programme and make its own trading decisions independently of, and uninfluenced by KONGSBERG. Share repurchases will start no earlier than 20 June 2022 and will be finalised no later than 13 January 2023.
The buyback program is carried out in accordance with the Market Abuse Regulation (EU) No 596/2014 ("MAR") and Commission Delegated Regulation (EU) 2016/1052 ("Safe Harbour Regulation"). The execution will depend on market conditions, the programme may be discontinued, and KONGSBERG may terminate the programme before the threshold set out above is reached.
The remaining up to NOK 250 million of shares will be purchased from the Norwegian state pursuant to an agreement between KONGSBERG and the Ministry of Trade, Industry and Fisheries. According to the agreement the Ministry is committed to participate in a share buyback programme on a proportionate basis so that the Ministry's ownership interest in KONGSBERG of 50.004% remains unchanged. The compensation for the Ministry's shares and the following redemption of these shares is expected to occur in the second quarter 2023.
The buybacks will be made in accordance with the authorisation granted to the Board of Directors by the Annual General Meeting (“AGM”) on 11 May 2022. According to the authorisation, a maximum of 10 million shares, however limited by a total consideration of NOK 500 million, may be purchased at a minimum of NOK 50 and a maximum of NOK 600 per share. The authorisation is valid until the next AGM, albeit not beyond 30 June 2023.
KONGSBERG will seek approval from the 2023 AGM for cancellation of the shares repurchased under the programme and a corresponding redemption of the proportionate number of shares owned by the Norwegian state.
This information is subject to the disclosure requirements pursuant to Section 5-12 of the Norwegian Securities Trading Act and article 5 of the EU Market Abuse Regulation.
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