Milan (Italy), 27th January 2022 - Today, Webuild (the "Company") has announced the launch of a share buy-back programme pursuant to the resolution passed at the Company's Ordinary Shareholders' Meeting held on 30th April 2021.
****
The details of the buy-back programme are provided below, pursuant to Art. 144-bis of Consob Resolution No. 11971/1999 ("Issuers' Regulations").

Purpose of the Programme
The programme aims at the purchase of its own ordinary treasury shares, pursuant to and for the purposes of the market practices permitted by Consob and, in any case, in compliance with the provisions of Art. 5 of EU Regulation No. 596/2014, as implemented (including Delegated Regulation (EU) No. 1052/2016), in order to:
a) operate on the market, in compliance with applicable law and regulations currently in force and through intermediaries, to support the liquidity of the share and to regularise the trend of trading and prices, in the presence of any price fluctuations that reflect abnormal trends, including those linked to excessive volatility or poor trading liquidity and/or to ordinary treasury share placements on the market by shareholders that have the effect of affecting its price and/or, more generally, to contingent market situations; In such a case, the Company shall make any additional information required by applicable law and market practice available to the market;
b) equip itself with a portfolio of its own treasury shares to be used in the context of any extraordinary financial and/or incentive operations and/or for other uses deemed to be of financial, managerial and/or strategic interest for the Company.
The Board of Directors may provide for additional or different purposes of the Programme, in accordance with the resolutions of the Shareholders' Meeting and the applicable law, and in this case the market shall be informed in accordance with the law and applicable regulations. The purchase transactions shall not be instrumental in reducing the share capital by cancelling the purchased ordinary treasury shares.

Maximum Number of Ordinary Treasury Shares and Duration of the Programme
The share buy-back programme, which may be implemented within 18 months from the date of the shareholders' resolution and, therefore, no later than 31st October 2022, may concern up to a maximum number of the Company's own ordinary treasury shares not exceeding 10% of the total number of ordinary treasury shares outstanding at the time of the transaction (currently 999,944,446 ordinary treasury shares).

To date, the Company holds 1,330,845 ordinary treasury shares (equal to 0.13% of the Company's ordinary share capital), resulting from the previous share buy-back programme approved by the Ordinary Shareholders' Meeting held on 19th September 2014 and which expired on 19th March 2016.

Minimum and Maximum Consideration and Countervalue
The buy-back of the Company's own ordinary treasury shares may not differ, in any event, either downwards or upwards, by more than 20% with respect to the reference price recorded by the ordinary treasury share during the stock exchange session preceding each individual transaction.

Methods via which the Buy-Back can be Carried Out
Share buy-back transactions shall be carried out in accordance with the principle of equal treatment of shareholders provided for in Art. 132 of the Consolidated Law on Finance, in accordance with the procedure set out in Art. 144-bis, paragraph 1, letter b) of the Issuers' Regulation. Share buy-back transactions may take place in the manner established by market practices permitted by Consob pursuant to Art. 13 of EU Regulation No. 596/2014, in any case in compliance with the provisions of Art. 5 of EU Regulation No. 596/2014, as implemented (including Delegated Regulation (EU) No. 1052/2016).

In order to carry out its own ordinary treasury share buy-back transactions, the Company shall avail itself of financial intermediaries who shall operate in full independence and without being influenced by the Company as to the timing of the purchases, without prejudice to the further communications that the Company shall make in this regard in accordance with the provisions of the applicable legal and regulatory framework, including accepted market practices, as applicable.
The programme does not oblige the Company to buy back its own ordinary treasury shares or to do so to the maximum extent authorised by the Shareholders' Meeting. The programme may be implemented in part and/or suspended, interrupted and revoked at any time, subject to due notice.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

Webuild S.p.A. published this content on 27 January 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 January 2022 06:18:06 UTC.