Company Announcement to the Danish Financial Supervisory Authority No. 09-2013, 21 May 2013
On 12 February 2013, the Board of Directors announced its plans to launch a share buyback programme of up to DKK 521 million. The programme is being initiated now and will be executed in the period from 21 May 2013 to 30 September 2013.
The buyback programme is being launched in accordance with the authorisation granted by the shareholders at the Annual General Meeting on 5 April 2013 to repurchase up to 10% of the Company's share capital in the period until the next Annual General Meeting.
The buyback programme will be structured in compliance with the "Safe Harbour" rules of Commission Regulation No. 2273/2003 of 22 December 2003, which provides protection against violation of insider trading legislation in connection with buybacks.
The Company has entered into an agreement with Danske Bank A/S ("Danske Bank"), under which Danske Bank agrees to act as Lead Manager of the buyback programme. Under the agreement, Danske Bank will purchase shares on behalf of FLSmidth & Co. A/S ("FLSmidth") and will make its trading decisions independently of, and without influence by, FLSmidth.
The buyback programme is subject to the following terms:
- Purchase of shares will be limited to a total amount of DKK 521 million
- Maximum number of shares that may be bought is 3,000,000 shares of DKK 20 each
- Execution of the buyback may take place during the period from 21 May 2013 to 30 September 2013
- The maximum number of FLSmidth shares which may be purchased each day may not exceed 25% of the average volume of FLSmidth shares traded on NASDAQ OMX Copenhagen during the preceding 20 trading days
- No shares may be purchased at a price exceeding the higher of (i) the price of the last independent trade and (ii) the highest current independent bid on NASDAQ OMX Copenhagen
- The intention is to propose to the Annual General Meeting 2014 to write down the number of shares in the Company with the number of shares being acquired through the share buyback programme
Details of transactions executed under the buyback programme will be publicly disclosed on www.flsmidth.com not later than at the end of the seventh daily market session.
Prior to the launch of the share buyback programme FLSmidth holds 1,344,500 treasury shares, equal to 2.5% of the Company's share capital.
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Please address any questions regarding this announcement to CFO and Group Executive Vice President Ben Guren, FLSmidth & Co. A/S at +45 36 18 18 00.
For further information about FLSmidth, please visit www.flsmidth.com.
Yours faithfully
Pernille Friis Andersen
Corporate Communications & Investor Relations