The Board of Directors of IC Group has resolved to initiate a share buy-back programme as part of the distribution of the total net proceeds of DKK 1.75 billion deriving from the divestment of Peak Performance, which was completed on 29 June 2018.
In accordance with the authorization granted at the Annual General Meeting on 27 September 2017, the Board of Directors has decided to initiate a buy-back of up to 1,709,085 shares with a nominal value of DKK 10 each corresponding to 10% of the Company’s total share capital. Based on a share price of DKK 163 (closing price as quoted on Nasdaq Copenhagen on 27 August 2018), the total share buy-back price will amount to DKK 279 million. At present, IC Group holds 449,057 treasury shares
The share buy-back will be structured as an auction process during the period running from 28 August 2018 until 11 September 2018 offering all shareholders of IC Group an option to sell their IC Group shares back to the Company at an offer price fixed by the Board of Directors. The offer price will be fixed at a level close to the market price based on offers received during the offer period, it being noted that the offer price may not deviate by more than 10% from the closing price on Nasdaq Copenhagen on 11 September 2018.
The maximum number of shares to be acquired is 1,709,085 shares with a nominal value of DKK 10 each corresponding to a total nominal value of DKK 17,090,850. No minimum number of shares to be acquired has been set.
The Company may at any time withdraw or reduce the share buy-back offer.
The Company’s majority shareholder, Friheden Invest, has indicated that they will not participate in the offer. At present, Friheden Invest holds nominally 54.92% of the shares in the Company.
IC Group has entered into an agreement with Nordea Danmark, branch of Nordea Bank AB (publ), Sweden for Nordea to act as Lead Manager on behalf of IC Group during the share buy-back programme.
The share buy-back is not directed at shareholders whose participation in the share buy-back programme would require the issuance of an offer document, registration or any other measures other than what is required under Danish law. The share buy-back is not offered directly or indirectly in or into the USA, Canada, Japan, Australia, Hong Kong or South Africa or any other jurisdictions in which such offering would constitute a violation of relevant local laws or regulation.
The Board of Directors expects to propose to have all of the Company’s treasury shares cancelled through a capital reduction at the Company’s next annual general meeting.
Immediately after the expected completion of the share buy-back programme, the remaining net proceeds from the divestment of Peak Performance will be determined in order to distribute it as extraordinary dividend to the shareholders.
The exact amount of the expected extraordinary dividend will be communicated in a company announcement at the same time as announcement of the result of the share buy-back programme.
Payment of the extraordinary dividend is expected to be effectuated on 20 September 2018.
No extraordinary dividend will be paid on the Company’s treasury shares.
This announcement does not constitute an offer or invitation to sell or buy securities. The complete terms of the share buy-back programme are detailed in a separate offer document, which, together with an acceptance form, may be downloaded from the Company’s homepage; http://www.icgroup.net/investors/
IC Group A/S
Please direct any questions regarding this announcement to:
Head of Investor Relations
+45 21 28 58 32
This announcement is a translation from the Danish language. In the event of any discrepancy between the Danish and English versions, the Danish version shall prevail.