On 23rd December 2015, the Company announced that it considers acquisition of the first tranche of own shares, which can be acquired based on the General Meeting resolution. The acquisition shall be realized on the European regulated market based on the share buy-back program through a broker (while the possibility to decide on acquisition of additional shares within the limits set by the General Meeting resolution according to additional specific program in the future remains unaffected).
Bases on the above mentioned, on December 23, 2015, the Board of Directors decided to execute share buy-back program on the European regulated market (hereinafter „Program“), under the following conditions:
a) The aim of the Program is the capital structure optimization of the Company;
b) The maximum acquisition price of the acquired shares in the Program will not exceed the lower of the following amounts: the maximum price set in accordance with Art. 5 Para 1 of EC Commission Regulation (EC) No. 2273/2003 and the maximum price for which the Company may acquire individual shares based on the General Meeting resolution;
c) The minimum price of acquired shares in the Program will not exceed the minimum price for which the Company may acquire individual shares based on the General Meeting resolution;
d) The amount of acquired shares in the Program in one day will not exceed average daily volume of the Company’s shares traded on the European regulated market in November 2015, i.e. in the previous month prior the month in which the Program conditions have been published;
e) Within the Program, the Company will acquire a maximum of shares, which represents 4% of total Company’s ordinary shares;
f) The duration of the Program is maximum two years or up to the shares amount stated in item e) above.
The Company engaged WOOD & Company Financial Services, a.s., a brokerage house to execute this Program.
In connection with the previous announcement on engagement of WOOD & Company Financial Services, a.s. to buy the shares of O2 Czech Republic a.s. („the Company“) dated December 23, 2015, on January 26, 2016, the Company confirmed that WOOD & Company Financial Services, a.s. would commence buying the Company’s shares in the framework of share buy-back execution approved by the Company’s Board of Directors on December 23, 2015 („Program“).
The purchase of own shares on the regulated market organized by the Prague Stock Exchange will commence on January 28, 2016 under the conditions published in the connection with the Program approval on December 23, 2015 provided that the amount of acquired shares in the Program in one trading day will not exceed 25% of the average daily number of the Company’s shares traded on the regulated market in November 2015, i.e. 130,525 Company’s shares.
The Company may suspend or terminate the Program before the end of the two-year period for which it is intended. The Company will always disclose information on any exceptional facts, as well as other possible means of acquisition of own shares out of the Program.
In connection with the expected increased liquidity in the market following the announcement of the MSCI Czech Republic Index composition on November 14, 2016 , which will become effective as of December 1, 2016, the Board of Directors approved amendments to the rules of the purchase of own shares (share buy-back) as approved by the General Meeting on December 8, 2015. During the period of increased market liquidity until November 30, 2016 the company may carry out trades on the regulated market in larger volume than the volume limit set for the current share buy-back program as approved by the Board of Directors on December 23, 2015 (i.e. max. 130,525 shares per day ). The company will continually respond to the current market conditions, however actual transaction volumes are not guaranteed in any way. The company also reserves the right to fully suspend trading.
Following i) the resolution of the Company’s General Meeting held on December 8, 2015, which approved the ordinary share acquisition (share buy-back) and its conditions, and ii) the resolution of the Board of Directors adopted on December 23, 2015 to execute share buy-back program on the European regulated market, the Board of Directors announces that on November 21, 2016 the Company acquired already 3,314,896 own ordinary booked shares and its share in all the voting rights exceeded 1% threshold under the Art. 122, Para 1 of the Act on Business Activities on Capital Market. In accordance with the Art. 309 Para 1 of the Business Corporations Act, the Company does not exercise the voting rights attached to the treasury shares. The total number of voting rights (excluding voting rights on the treasury shares) reached 306,905,171 on November 21, 2016 and the amount of share capital was CZK 3,102,200,670.
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Course of own shares purchase in the 4. week (Jan 25, 2016 – Jan 30, 2016) |
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