EANS-Adhoc: C-QUADRAT Investment AG
Share Buyback Share Buyback Program
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ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide
distribution. The issuer is solely responsible for the content of this
announcement.
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Buybacks
09.09.2015
Publication pursuant to Art 4 para. 2 and Art 5 of the Austrian Disclosure
Regulation 2002 (Veröffentlichungsverordnung)
At the ordinary Shareholders' Meeting of C-QUADRAT Investment AG, held on 8 May
2015, the Management Board of the Company was authorized, in accordance with Art
65 para 1 sect 8 of the Austrian Joint Stock Corporation Act (Aktiengesetz,
AktG), to acquire own non-par value bearer shares in the Company up to an extent
of 10 percent of the current share capital of C-QUADRAT Investment AG within 30
months from the date of the resolution of the shareholders for a price of
between EUR 1 minimum and EUR 60 maximum per single share. The Management Board
of C-QUADRAT Investment AG resolved to acquire shares in the Company in
accordance with this authorization as follows:
Details on the share buyback program pursuant to Art 5 para 2 of the Austrian
Disclosure Regulation 2002 (Veröffentlichungsverordnung):
1. The resolution of authorising the share buyback program was approved by
the Shareholders' Meeting dated May 8, 2015.
2. The resolution of authorising the share buyback program was published in
accordance with Art 82 para 8 and 9 of the Austrian Stock Exchange Act
(Börsegesetz, BörseG) on May 8, 2015.
3. The share buyback program commences on September 14, 2015 and is anticipated
to continue until (including) October 31, 2017.
4. The share buyback program concerns non-par value bearer shares of C-QUADRAT
Investment AG (ISIN AT0000613005).
5. The current share capital of the Company amounts to EUR 4,363,200 and is
divided into 4,363,200 shares, each share has an equal value participation in
the share capital. The intended volume of the share buyback program amounts to
up to 218.160 non-par value bearer shares - corresponding up to 5% of the
current share capital - on the Vienna Stock Exchange and/or the Frankfurt Stock
Exchange.
6. According to the resolution of the Shareholders' Meeting dated May 8,
2015 the counter-value at the respective date of acquisition has to be within a
range of EUR 1 minimum and EUR 60 maximum per single share.
7. The main purpose of the share buyback program is the possible use of own
shares for future acquisitions.
In the case of acquisition of companies, business operations, parts of business
operations or stakes in companies it may be advisable or necessary to use own
shares either to compensate shareholders of target companies or as consideration
in case the seller prefers to receive shares of the company instead of cash.
Depending on the specific situation it is therefore possible that in first place
granting own shares enables strategically important transactions or even allows
the Company to obtain a more favorable purchase price than with a cash
consideration.
Furthermore through the use of own shares the liquidity requirements of the
Company for such acquisitions are reduced and the settlement of transactions
might be accelerated as existing shares can be used and no new shares need to be
created by way of a capital increase.
Furthermore, the Management Board may use the own shares to issue shares to
employees, executive employees, management staff or members of the Management
Board of C-QUADRAT Investment AG or an associated company within the framework
of a possible future employee share option program. In addition, the Management
Board is authorized to purchase own shares for any other legal purpose and to
withdraw purchased shares without any further resolution passed by the general
Shareholders' Meeting. Trading with own shares for profit purposes is excluded.
8. From today's perspective the share buyback program has no impact on the
stock market listing of C-QUADRAT Investment AG.
9. The share buyback program is implemented in accordance with the provisions
laid down in the Commission Regulation no. 2273/2003 of December 22, 2003, OJ
L336/33 of December 23, 2003 (the "Regulation"), where applicable including a
credit institution pursuant to Art. 6 (3) Sec. b of the Regulation. The
Management Board points out pursuant to Art. 5 (3) of the Regulation that the
limit of 25% of the average daily volume of shares pursuant to Art. 5 (2) of
the Regulation may be exceeded within the scope of the buyback program.
C-QUADRAT Investment AG intends to fulfill its disclosure obligations pursuant
to Art 6 and 7 of the Austrian Disclosure Regulation 2002 by publishing the
relevant information on the website of the company www.c-quadrat.at.
Further inquiry note:
Andreas Wimmer
Member of the Board
Schottenfeldgasse 20
A-1070 Vienna
Tel.: +43 1 515 66 316
Email: a.wimmer@investmentfonds.atwww.c-quadrat.com
end of announcement euro adhoc
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issuer: C-QUADRAT Investment AG
Schottenfeldgasse 20
A-1070 Wien
phone: +43 1 515 66-0
FAX: +43 1 515 66-159
mail: c-quadrat@investmentfonds.at
WWW: www.c-quadrat.com
sector: Financial & Business Services
ISIN: AT0000613005
indexes: Standard Market Auction
stockmarkets: official market: Frankfurt, Wien
language: English