Transaction in Own Shares • Aug 25, 2018
Transaction in Own Shares
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Subject: Acquisition of treasury shares
Current report No. 31/2018
The management board of Pfleiderer Group S.A. (the "Company") announcesthat today the Company purchased 7.543.268 (seven million, five hundredforty-three thousand, two hundred sixty-eight zlotys) dematerialisedordinary bearer shares issued by the Company with a nominal value of PLN0.33 each (the "Purchased Shares").
The purchase of the Purchased Shares was concluded based on aninvitation to submit offers for the sale of the shares in the Companyannounced by the Company on 4 August 2018 (current report No. 27/2018 of4 August 2018).
The price for the Purchased Shares is uniform and amounts to PLN 40(forty zlotys) per one share, whereas the total price for the PurchasedShares amounts to PLN 301.730.720 (three hundred one million, sevenhundred thirty thousand, seven hundred twenty złotys).
The total nominal value of the Purchased Shares is PLN 2.489.278,44 twomillion, four hundred eighty-nine thousand, two hundred seventy-eightzłotys and forty-four groszy), representing approximately 11,66% of theCompany's share capital. The Purchased Shares entitle the holder thereofto 7.543.268 votes at the general meeting of the Company, whichrepresents approximately 11,66% of the overall number of votes in theCompany, provided that, in accordance with Article 364 § 2 of theCommercial Companies Code, the Company does not exercise the votingrights attached to the treasury shares. Reduction rate amounted to 40,68%
The Purchased Shares were purchased pursuant to Article 362 § 1(8) ofthe Commercial Companies Code in connection with the implementation of atreasury share repurchase programme approved under resolution No. 9 ofthe Company's annual general meeting of the shareholders dated 11 June2017 on the approval of a treasury share repurchase programme and theestablishment of a capital reserve for the purpose of such programme(current report No. 19/2018 of 11 June 2018).
The Purchased Shares may be: (i) redeemed; or (ii) otherwise disposed ofby the management board with a view to the needs resulting from theCompany's business (with a consent of supervisory board)
Following the acquisition of the Purchased Shares, in aggregate with theown shares held by the Company to date, holds 12,940,201 treasury sharesin the Company, representing approximately 20% of the Company's sharecapital.
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This report was prepared pursuant to Article 17, Section 1 of Regulation(EU) No. 596/2014 of the European Parliament and of the Council of 16April 2014 on market abuse (market abuse regulation) and repealingDirective 2003/6/EC of the European Parliament and of the Council andCommission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.
24.08.2018
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