United Internet AG: Release of a capital market information
Purchase of Treasury Shares Montabaur, August 15, 2019
The share buyback program announced by United Internet AG by means of an ad hoc notification on August 14, 2019 will be conducted starting on August 16, 2019. Treasury shares of the company with an aggregate acquisition cost of up to EUR 192 million (excluding incidental purchasing costs), however, in total no more than 6,000,000 shares, shall be repurchased exclusively via the Frankfurt stock exchange (XETRA) over a period of time not to extend beyond March 31, 2020.
The managing board thereby exercises the authorization granted by the annual general meeting of United Internet AG on May 18, 2017 to acquire treasury shares pursuant to sec. 71 para. 1 no. 8 of the German Stock Corporation Act (Aktiengesetz, AktG).
The company may use the repurchased shares for all purposes admissible under the authorization granted on May 18, 2017 by the annual general meeting. The shares may also be canceled.
The company has assigned a bank to carry out the buyback. The bank makes its decisions regarding the share buyback date independently of and uninfluenced by the company. The company's right to early termination of the mandate for the bank in accordance with the applicable statutory provisions and/or to transfer the mandate to another bank or several other banks shall remain unaffected.
The share buyback program may be suspended, discontinued and resumed at any time in compliance with all applicable statutory provisions.
The share buyback shall be carried out exclusively via the stock exchange in electronic trading through the Frankfurt Stock Exchange (Xetra) and in line with the requirements of the resolution of the annual general meeting dated May 18, 2017. The price per repurchased share (excluding incidental purchasing costs) may therefore not exceed, or fall below, 10 % of the company's average share price, as listed on the last five trading days preceding the due date in the closing auction of the Frankfurt stock exchange's XETRA trading system, whereby the due date is deemed to be the day on which an obligation to purchase is incurred.
Moreover, the bank has committed itself to conduct the buyback program in accordance with the trading restrictions of Article 3 of the Commission Delegated Regulation (EU) No 2016/1052 of March 8, 2016 ('Del.-Reg.'). In accordance with the Del.-Reg., inter alia, 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 on the stock exchange on which the purchase is carried out, whichever value is the highest. Pursuant to the Del.-Reg., no 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 transactions will be announced pursuant to the requirements of Article 2 sec. 3 Del.-Reg. in a detailed and an aggregated form no later than on the seventh trading day after their execution. Furthermore, United Internet AG will publish the transactions on its website https://www.united-internet.de/en/investor-relations/share/share-buyback.html and ensure that the information will be publicly accessible for a period of at least five years from the day of disclosure.
Montabaur, August 15, 2019
United Internet AG
The Executive Board
15.08.2019 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.deLanguage: English Company: United Internet AG Elgendorfer Straße 57 56410 Montabaur
Germany Internet: www.united-internet.de End of News DGAP News Service