CEWE Stiftung & Co. KGaA / DE0005403901

15.08.2024 - 15:10:23

EQS-CMS: CEWE Stiftung & Co. KGaA: Release of a capital market information

EQS Post-admission Duties announcement: CEWE Stiftung & Co. KGaA / Notification according to Art. 2 I VO 2016-1052
CEWE Stiftung & Co. KGaA: Release of a capital market information

15.08.2024 / 15:10 CET/CEST
Dissemination of a Post-admission Duties announcement transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

Oldenburg, August 15, 2024 CEWE Stiftung & Co. KGaA, Share Buyback Announcement pursuant to Art. 5 par. 1 lit. a of Regulation (EU) 596/2014 ("MAR") and Art. 2 par. 1 of Commission Delegated Regulation (EU) No. 2016/1052 of March 8, 2016 ("Delegated Regulation") The Board of Management of CEWE Stiftung & Co. KGaA resolved on August 15, 2024, to make partial use of the authorization granted by the Annual General Meeting of the company on June 15, 2022, to acquire own shares and to implement a share buy-back program with a volume of up to 250,000 shares of CEWE Stiftung & Co. KGaA (ISIN: DE0005403901) for a maximum total purchase price (excluding incidental acquisition costs) of up to EUR 20 million ("share buy-back program"). The share buyback was announced in an ad hoc announcement pursuant to Article 17 MAR on August 15, 2024. The buyback will start on August 16, 2024 and end on May 30, 2025 at the latest. The Company may use the repurchased shares for all purposes in accordance with the authorization granted to it by the Annual General Meeting on June 15, 2022. The repurchase shall otherwise be carried out in compliance with the requirements of Articles 5, 14 and 15 MAR in conjunction with the provisions of the Delegated Regulation, with the exception of the restriction to one of the purposes set out in Article 5 (2) MAR. The buyback is to be carried out exclusively via the stock exchange in electronic trading on the Frankfurt Stock Exchange (XETRA) and in accordance with the authorization granted by the Annual General Meeting of the Company on June 15, 2022. The repurchase of treasury shares will be carried out on behalf and for the account of CEWE Stiftung & Co. KGaA through the involvement of an independent credit institution. The credit institution shall carry out the acquisition of CEWE Stiftung & Co. KGaA shares in accordance with the regulations specified in this announcement and to comply with the regulations of the authorization granted by the Annual General Meeting. The credit institution shall otherwise make its decisions regarding the time of acquisition of CEWE Stiftung & Co. KGaA shares and the respective acquisition volume in accordance with Article 4 (2) b) of the Delegated Regulation independently and uninfluenced by CEWE Stiftung & Co. KGaA. CEWE Stiftung & Co. KGaA will not influence the decisions of the credit institution in this respect. In particular, the credit institution is obliged to comply with the trading conditions of Article 3 of the Delegated Regulation and the specifications contained in this share buy-back program. When determining the purchase price, the credit institution may not exceed the price of the last independent trade on the relevant stock exchange or (if this is higher) the price of the currently highest independent offer on the relevant stock exchange. Furthermore, according to the authorization of the Annual General Meeting, the bank may not exceed the price of a share of CEWE Stiftung & Co. KGaA share in the XETRA trading system of the Frankfurt Stock Exchange (or a comparable successor system) by more than 10 percent. Furthermore, the bank may not purchase more than 25 percent of the average daily share turnover on the trading venue on which the purchase is made on any one day. The average daily share turnover is calculated on the basis of the average daily trading volume during the 20 trading days prior to the respective purchase date. The share buyback program may be suspended, interrupted and also resumed at any time, to the extent necessary and legally permissible. Information on the transactions related to the share buy-back program will be adequately disclosed in detailed form as well as in aggregated form at the latest at the end of the seventh trading day after the day of execution of such transactions. In addition, CEWE Stiftung & Co. KGaA will report on the progress of the share buy-back on its website (http://ir.cewe.de) in the 'Investor Relations' section and ensure that the information remains publicly accessible for at least five years from the day of the announcement.

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