Drägerwerk AG & Co. KGaA: Release of a capital market information
Notification pursuant to Art. 5 (1) of the Regulation (EU) No 596/2014 and Art. 2 (1) of the Delegated Regulation (EU) 2016/1052 Drägerwerk AG & Co. KGaA ('Dräger') will will engage in a share buyback. During November 4, 2019 and November 13, 2019 Dräger intends to buy back a total of up to 584,000 of its own preferred shares.
The share buyback serves to implement the employee participation program resolved on 16 September 2019 by the executive board of the Drägerwerk Verwaltungs AG.
If the level of employee participation is similar to the participation in 2018, Dräger would acquire below 60,000 preferred shares for the employee participation program on the capital market. Only if all eligible employees would participate with the maximum possible number of shares, the acquisition of up to 584,000 of shares would be necessary.
The share buyback principally complies with rules and regulations set forth in Sec. 71 (1) Sentence 1 No.2 AktG (Aktiengesetz - German Stock Corporation Act). The buyback of preferred shares held by persons not employed by the Company or any associated company, neither at the present time nor in the past, will take place in accordance with the authorization issued by the Company's annual shareholders' meeting dated 27 April 2016, which permits the buyback of up to 10 percent of capital stock held in the form of own shares.
A bank will be tasked with the buyback. The bank will make its decisions concerning the time of purchase of the preferred shares independently of Dräger and free of its influence. The right of Dräger to terminate its contract with the bank early and assign the task to a different bank remains unaffected.
In both cases, the buyback complies with the so-called safe-harbor rules set forth in Art. 5 of the Regulation (EU) No 596/2014 in connection with the Delegated Regulation (EU) 2016/1052.
The buyback will be made on the stock exchange. The purchase price will comply with the requirements set forth in the safe-harbor rules. In addition, the purchase price per preferred share (excluding acquisition charges) of those preferred shares to be acquired on the basis of the authorization issued by the annual shareholders' meeting may not exceed or fall below the price of the preferred shares in the opening auction in XETRA trading on the Frankfurt Stock Exchange on the trading day in question by more than 10 percent.
The share buyback may be suspended and resumed at any time in accordance with the relevant legal guidelines.
The transactions will be announced by the end of the seventh trading day after their conclusion at the latest in a method in accordance with the requirements set forth in Art. 2 (2) of the Delegated Regulation (EU) 2016/1052.
Dräger will report on the course of the buyback program in accordance with the legal provisions on the Company's website (www.draeger.de) in the Investor Relations section.
Lübeck, Germany, October 1, 2019
Executive Board Drägerwerk Verwaltungs AG, acting as the general partner of Drägerwerk AG & Co. KGaA
Moislinger Allee 53-55 23558 Lübeck, Germany www.draeger.com
This release contains statements on the future development of Dräger Group. These forward-looking statements are based on the current expectations, presumptions, and forecasts of the Executive Board as well as the information available to it to date and have been prepared to the best of its knowledge and belief. No guarantee or liability for the occurrence of the future developments and results specified can be assumed in respect of such forward-looking statements. Rather, the future developments and results are dependent on a number of factors. They entail risks and uncertainties beyond the Company's control and are based on assumptions which could prove to be incorrect. Notwithstanding any legal requirements to adjust forecasts, Dräger does not assume any obligation to update the forward-looking statements contained in this report. You will find all important financial dates on our Company website at www.draeger.com under Investors/Financial Calendar.
01.10.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.deLanguage: English Company: Drägerwerk AG & Co. KGaA Moislinger Allee 53-55 23542 Lübeck
Germany Internet: www.draeger.com End of News DGAP News Service