adidas AG / Aktienrückkauf
05.03.2015 07:33
Dissemination of a Post-admission Duties announcement, transmitted by
DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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FOR IMMEDIATE RELEASE Herzogenaurach, March 5, 2015
Announcement Pursuant to Article 4 Sec. 2 of Regulation (EC) No 2273/2003
Purchase of Treasury Shares
The share buyback programme announced by adidas AG by means of an ad hoc
notification on October 1, 2014, which was conducted in a first tranche in
the period from November 7, 2014 up to and including December 12, 2014,
will resume on March 6, 2015. In a second tranche, treasury shares of the
company with an aggregate acquisition cost of up to EUR 300 million
(excluding incidental purchasing costs), however in total no more than
6,000,000 shares, shall be repurchased exclusively via the stock exchange
over a period of time not to extend beyond July 3, 2015. The second tranche
of the share buyback will be suspended between March 12, 2015 and March 17,
2015 (both dates inclusive) due to the publication of the first notice
convening the Annual General Meeting as well as between April 30, 2015 and
May 9, 2015 (both dates inclusive) due to the Annual General Meeting. The
repurchased shares will be cancelled, thus reducing the nominal capital, or
may be used to meet obligations arising from the potential conversion of
the Company's EUR 500 million convertible bond due on June 14, 2019. adidas
AG is thereby utilising the authorisation granted by the Annual General
Meeting on May 8, 2014, to repurchase treasury shares pursuant to § 71 sec.
1 no. 8 German Stock Corporation Act (Aktiengesetz - AktG). In accordance
with this authorisation, shares in an amount of up to 10% of the company's
nominal capital may be repurchased inter alia through the stock exchange
until May 7, 2019.
A bank shall be assigned to carry out the share buyback, making its
decisions on the share repurchase date independently of and uninfluenced by
the company and taking into account the predetermined black-out periods as
stated above. adidas AG's right to early termination of the bank mandate
and/or to transfer the mandate to another bank shall remain unaffected.
The share buyback shall be carried out exclusively via the stock exchange
in electronic trading through the Frankfurt Stock Exchange (Xetra).
The price per repurchased share (excluding incidental purchasing costs) may
not be more than 10% higher or lower than the average stock exchange price
for the adidas AG share as established in the opening auction of the
electronic trading system on the Frankfurt Stock Exchange on the day of the
repurchase obligation.
The bank has committed itself to observe all trading restrictions of
Article 5 of the Commission Regulation (EC) No 2273/2003 of December 22,
2003 (EC Reg.). In accordance with the EC Reg., no purchase price may be
paid which exceeds the price of the last independent trade or the highest
independent bid placed at the time of the purchase at the stock exchange at
which the purchase is carried out, whichever value is the highest. Pursuant
to the EC Reg., not more than 25% of the average daily volume of shares on
the stock exchange on which the purchase is carried out may be acquired.
The average volume of shares is based on the average daily trade volume of
the 20 trading days preceding the specific date of purchase.
The share buyback programme may be suspended and resumed at any time if
this is in compliance with all statutory provisions.
The transactions will be announced pursuant to the requirements of Article
4 sec. 4 EC Reg.
no later than on the seventh trading day after their execution.
In addition, adidas AG will report regularly on the progress of the share
buyback on www.adidas-Group.com.
adidas AG reserves the right to continue the share buyback programme in the
future with the parameters published in the ad hoc notification of October
1, 2014.
Herzogenaurach, March 5, 2015
adidas AG
The Executive Board
05.03.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de
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Language: English
Company: adidas AG
Adi-Dassler-Straße 1
91074 Herzogenaurach
Germany
Internet: www.adidas-group.com
End of Announcement DGAP News-Service
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(END) Dow Jones Newswires
March 05, 2015 01:33 ET (06:33 GMT)
© 2015 Dow Jones News
