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Cellularline — Share Issue/Capital Change 2023
Oct 16, 2023
4473_rns_2023-10-16_a68fb59e-28ab-45d9-a576-0a9de92779c8.pdf
Share Issue/Capital Change
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PRESS RELEASE
THE BOARD OF DIRECTORS CONVENES THE ORDINARY SHAREHOLDERS' MEETING FOR THE PROPOSAL TO AUTHORISE THE PURCHASE AND DISPOSAL OF TREASURY SHARES (BUY-BACK PLAN)
Reggio Emilia, 16 October 2023 - The Board of Directors of Cellularline S.p.A. (hereinafter "Cellularline" or the "Company"or "Group"), a European leader in the sector of accessories for smartphones and tablets listed on the STAR Milan Euronext organised and managed by Borsa Italiana S.p.A., has today resolved to submit a proposal to the Shareholders' Meeting, to be convened at a single call for 22 November 2023, to authorise the purchase and disposal of treasury shares (a "Buy-Back Plan").
The request for authorisation to purchase or dispose of treasury shares will be aimed at enabling the Company, to purchase and dispose of ordinary shares, in strict compliance with applicable EU and national regulations, as well as in accordance with market practices, from time to time permitted under Article 13 of the Market Abuse Regulation under EU reg. no. 596/2014 ("MAR").
The proposed authorisation for the purchase of treasury shares will have a term of eighteen months (running from the date of the meeting resolution), for the reasons of liquidity support, preservation for subsequent use, use in service of future compensation and incentive plans and any future programs of free assignment of shares to shareholders. It is pointed out that the request for authorization to purchase treasury shares is not aimed at the reduction of capital by cancelling the treasury shares purchased.
The purchase may take place up to a maximum number of ordinary shares that does not exceed 7.0% of the share capital in total. With regard to the consideration, the share purchases may be made at a consideration that is no less than 15% lower and no more than 15% higher than the reference price that the stock will have recorded in the stock exchange session on the day prior to each individual transaction, as well as in compliance with the conditions relating to trading set out in article 3 of Delegated Regulation (EU) 2016/1052. Purchases shall be made in the manner identified from time to time by the Board of Directors in any manner permitted by applicable law.
For more information on the item on the agenda, please refer to the explanatory report by the Board of Directors to the Shareholders' Meeting, which will be published, like the notice of call and the other documents for the Shareholders' Meeting, within the terms and in the manner provided for by the regulations in force.
Note that as of 16 October 2023, the Company held 517,163 treasury shares, equal to 2.365% of the share capital, while its subsidiaries did not hold any Cellularline shares.
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This press release is available on the Company's website www.cellularlinegroup.com, Investors/Press Releases section and on the authorised storage system .
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Cellularline S.p.A., founded in Reggio Emilia in 1990, is, together with its brands Cellularline, PLOOS, AQL, MusicSound, Interphone, Nova, Skross, Coverlab, Allogio and Peter Jäckel, the leading company in the smartphone and tablet accessories sector. The Group is at the technological and creative forefront of the multimedia device accessories industry, striving to deliver products synonymous with outstanding performance, ease of use and a unique user experience. The Group currently has 250 employees. Cellularline brand products are sold in over 60 countries.
Cellularline S.p.A. - Investor Relations Close to Media – Press Office [email protected] Enrico Bandini +39 335 8484706
Alberto Selvatico +39 334 6867480 [email protected]
Davide Casi [email protected]