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windeln.de AG: Disclosure according to art. 4 para. 2 of the Regulation (EC) no. 2273/2003
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0 KommentareDGAP-News: windeln.de AG / Key word(s): Share Buyback
windeln.de AG: Disclosure according to art. 4 para. 2 of the Regulation (EC)
no. 2273/2003
24.05.2016 / 07:15
The issuer is solely responsible for the content of this announcement.
windeln.de AG: Disclosure according to art. 4 para. 2 of the Regulation (EC)
no. 2273/2003
24.05.2016 / 07:15
The issuer is solely responsible for the content of this announcement.
---------------------------------------------------------------------------
Disclosure according to art. 4 para. 2 of the Regulation (EC) no. 2273/2003
Management Board of windeln.de AG, with the approval of the Supervisory
Board, resolved on a share buyback in order to service certain earn-out
obligations in connection with the acquisition of feedo. Starting on 25
May 2016, in the time period until 30 June 2016, a maximum of 70,000
treasury shares of the company with a maximum value of EUR 840,000
(excluding incidental transaction charges) shall be acquired. The buyback
serves the sole purposes of issuing shares to board members of affiliated
companies as well as servicing the obligations or rights to acquire
windeln.de shares. The Management Board thereby exercises the author-
ization granted by the Shareholders' Meeting of windeln.de AG on 21 April
2015 to acquire treasury shares pursuant to section 71 para. 1 no. 8 of the
German Stock Corporation Act (Aktiengesetz, AktG).
A bank is mandated to carry out the buyback, making its decisions on the
date of the acquisition of shares independently and without the influence
of the company. The right of windeln.de AG to prematurely terminate the
mandate and to confer the mandate to another bank in compliance with
legal provisions remains unaffected. The share buyback may be terminated,
suspended and resumed at any time, subject to compliance with legal
provisions.
The buyback shall be implemented exclusively on the electronic trading
platform of the Frankfurt Stock Exchange (Xetra) and at the most
favourable terms and in line with the company's interests as well as in
line with the authorization granted by the Shareholders' Meeting of win-
deln.de AG on 21 April 2015. Thus, the purchase price per repurchased share
(excluding incidental transaction charges) may neither exceed the market
price of a windeln.de share on the trading day, as determined at the
opening auction in the Xetra trading (or a comparable successor system)
by more than 10% nor fall below such market price by more than 20%.
The bank is obligated to comply with the applicable regulatory constraints
in order for the share buyback to be covered by the safe harbour
regulations for share buybacks and with all applicable provisions.
According to this, the purchase price may not exceed the price of the last
independent trade or the highest current independent bid at the stock
exchange where the purchase is carried out, the higher of the two values
being relevant. In accordance with the safe harbour regulations, no more
than 25% of the average daily volume of the shares at the stock exchange
where the purchase is carried out will be acquired. The average volume of
shares is based on the average daily volume traded in the 20 trading days
preceding the specific date of purchase.
The transactions will be announced in a way complying with the requirements
of the safe harbour regulations at the latest on the seventh trading day
following their execution.
Furthermore, windeln.de AG will report on the progress of share buyback
regularly under corporate.windeln.de.
Munich, 24 May 2016 windeln.de AG
The Management Board
---------------------------------------------------------------------------
24.05.2016 Dissemination of a Corporate News, transmitted by DGAP - a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
---------------------------------------------------------------------------
Language: English
Company: windeln.de AG
Hofmannstr.51
81379 Munich
Germany
Phone: 089 / 416 17 15-0
Fax: 089 / 416 17 15-11
E-mail: investor.relations@windeln.de
Internet: www.windeln.de
ISIN: DE000WNDL110
WKN: WNDL11
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Munich,
Stuttgart, Tradegate Exchange
End of News DGAP News Service
---------------------------------------------------------------------------
465997 24.05.2016
Disclosure according to art. 4 para. 2 of the Regulation (EC) no. 2273/2003
Management Board of windeln.de AG, with the approval of the Supervisory
Board, resolved on a share buyback in order to service certain earn-out
obligations in connection with the acquisition of feedo. Starting on 25
May 2016, in the time period until 30 June 2016, a maximum of 70,000
treasury shares of the company with a maximum value of EUR 840,000
(excluding incidental transaction charges) shall be acquired. The buyback
serves the sole purposes of issuing shares to board members of affiliated
companies as well as servicing the obligations or rights to acquire
windeln.de shares. The Management Board thereby exercises the author-
ization granted by the Shareholders' Meeting of windeln.de AG on 21 April
2015 to acquire treasury shares pursuant to section 71 para. 1 no. 8 of the
German Stock Corporation Act (Aktiengesetz, AktG).
A bank is mandated to carry out the buyback, making its decisions on the
date of the acquisition of shares independently and without the influence
of the company. The right of windeln.de AG to prematurely terminate the
mandate and to confer the mandate to another bank in compliance with
legal provisions remains unaffected. The share buyback may be terminated,
suspended and resumed at any time, subject to compliance with legal
provisions.
The buyback shall be implemented exclusively on the electronic trading
platform of the Frankfurt Stock Exchange (Xetra) and at the most
favourable terms and in line with the company's interests as well as in
line with the authorization granted by the Shareholders' Meeting of win-
deln.de AG on 21 April 2015. Thus, the purchase price per repurchased share
(excluding incidental transaction charges) may neither exceed the market
price of a windeln.de share on the trading day, as determined at the
opening auction in the Xetra trading (or a comparable successor system)
by more than 10% nor fall below such market price by more than 20%.
The bank is obligated to comply with the applicable regulatory constraints
in order for the share buyback to be covered by the safe harbour
regulations for share buybacks and with all applicable provisions.
According to this, the purchase price may not exceed the price of the last
independent trade or the highest current independent bid at the stock
exchange where the purchase is carried out, the higher of the two values
being relevant. In accordance with the safe harbour regulations, no more
than 25% of the average daily volume of the shares at the stock exchange
where the purchase is carried out will be acquired. The average volume of
shares is based on the average daily volume traded in the 20 trading days
preceding the specific date of purchase.
The transactions will be announced in a way complying with the requirements
of the safe harbour regulations at the latest on the seventh trading day
following their execution.
Furthermore, windeln.de AG will report on the progress of share buyback
regularly under corporate.windeln.de.
Munich, 24 May 2016 windeln.de AG
The Management Board
---------------------------------------------------------------------------
24.05.2016 Dissemination of a Corporate News, transmitted by DGAP - a
service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
---------------------------------------------------------------------------
Language: English
Company: windeln.de AG
Hofmannstr.51
81379 Munich
Germany
Phone: 089 / 416 17 15-0
Fax: 089 / 416 17 15-11
E-mail: investor.relations@windeln.de
Internet: www.windeln.de
ISIN: DE000WNDL110
WKN: WNDL11
Listed: Regulated Market in Frankfurt (Prime Standard); Regulated
Unofficial Market in Berlin, Dusseldorf, Munich,
Stuttgart, Tradegate Exchange
End of News DGAP News Service
---------------------------------------------------------------------------
465997 24.05.2016
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