Drägerwerk AG & Co. KGaA / Notification pursuant to Art. 5 (1) of the
Regulation (EU) No 596/2014 and Art. 2 (1) of the Delegated Regulation (EU)
2016/1052
09.11.2018 / 11:37
Dissemination of a Post-admission Duties announcement transmitted by DGAP -
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The issuer is solely responsible for the content of this announcement.
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Notification pursuant to Art. 5 (1) of the Regulation (EU) No 596/2014 and
Art. 2 (1) of the Delegated Regulation (EU) 2016/1052
Drägerwerk AG & Co. KGaA ('Dräger') will will engage in a share buyback.
During November 13, 2018 and November 23, 2018 Dräger intends to buy back a
total of up to 588,000 of its own preferred shares.
The share buyback serves to implement the employee participation program
resolved on 17 September 2018 by the executive board of the Drägerwerk
Verwaltungs AG.
If the level of employee participation is similar to the participation in
2017, Dräger would acquire below 50,000 preferred shares for the employee
participation program on the capital market. Only if all eligible employees
would participate with the maximum possible number of shares, the
acquisition of up to 588,000 of shares would be necessary.
The share buyback principally complies with rules and regulations set forth
in Sec. 71 (1) Sentence 1 No.2 AktG (Aktiengesetz - German Stock
Corporation Act). The buyback of preferred shares held by persons not
employed by the Company or any associated company, neither at the present
time nor in the past, will take place in accordance with the authorization
issued by the Company's annual shareholders' meeting dated 27 April 2016,
which permits the buyback of up to 10 percent of capital stock held in the
form of own shares.
A bank will be tasked with the buyback. The bank will make its decisions
concerning the time of purchase of the preferred shares independently of
Dräger and free of its influence. The right of Dräger to terminate its
contract with the bank early and assign the task to a different bank
remains unaffected.
In both cases, the buyback complies with the so-called safe-harbor rules
set forth in Art. 5 of the Regulation (EU) No 596/2014 in connection with
the Delegated Regulation (EU) 2016/1052.
The buyback will be made on the stock exchange. The purchase price will
comply with the requirements set forth in the safe-harbor rules. In
addition, the purchase price per preferred share (excluding acquisition
charges) of those preferred shares to be acquired on the basis of the
authorization issued by the annual shareholders' meeting may not exceed or
fall below the price of the preferred shares in the opening auction in
XETRA trading on the Frankfurt Stock Exchange on the trading day in
question by more than 10 percent.
The share buyback may be suspended and resumed at any time in accordance
with the relevant legal guidelines.
The transactions will be announced by the end of the seventh trading day
after their conclusion at the latest in a method in accordance with the
requirements set forth in Art. 2 (2) of the Delegated Regulation (EU)
2016/1052.
Dräger will report on the course of the buyback program in accordance with
the legal provisions on the Company's website (www.draeger.de) in the
Investor Relations section.
Lübeck, Germany, 9 November 2018
Executive Board
Drägerwerk Verwaltungs AG, acting as the general partner of
Drägerwerk AG & Co. KGaA
Moislinger Allee 53-55
23558 Lübeck, Germany
www.draeger.com
Disclaimer
This release contains statements on the future development of Dräger Group.
These forward-looking statements are based on the current expectations,
presumptions, and forecasts of the Executive Board as well as the
information available to it to date and have been prepared to the best of
its knowledge and belief. No guarantee or liability for the occurrence of
the future developments and results specified can be assumed in respect of
such forward-looking statements. Rather, the future developments and
results are dependent on a number of factors. They entail risks and
uncertainties beyond the Company's control and are based on assumptions
which could prove to be incorrect. Notwithstanding any legal requirements
to adjust forecasts, Dräger does not assume any obligation to update the
forward-looking statements contained in this report. You will find all
important financial dates on our Company website at www.draeger.com under
Investors/Financial Calendar.
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09.11.2018 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Archive at www.dgap.de
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Language: English
Company: Drägerwerk AG & Co. KGaA
Moislinger Allee 53-55
23542 Lübeck
Germany
Internet: www.draeger.com
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