Other Capital Market Information | 23 November 2018 10:32
Siemens Healthineers AG / Disclosure pursuant to Art. 5 para. 1 lit. a) of
Regulation (EU) No. 596/2014 (MAR) and Art. 2 para. 1 of Delegated
Regulation (EU) No. 2016/1052
23.11.2018 / 10:32
Dissemination of a Post-admission Duties announcement transmitted by DGAP -
a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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Munich, 23 November 2018
Disclosure pursuant to Art. 5 para. 1 lit. a) of Regulation (EU) No.
596/2014 (MAR) and Art. 2 para. 1 of Delegated Regulation (EU) No.
2016/1052
The share buyback resolved on 31 October 2018 by the Managing Board of
Siemens Healthineers AG (hereinafter also referred to as 'Company') and
announced by the Company in a press release dated 22 November 2018 will
commence on 26 November 2018. In the time period until 25 January 2019,
treasury shares of the Company with a maximum value of EUR 45,000,000.00
(excluding incidental transaction charges) shall be acquired, in total,
however, no more than 2,000,000 no-par-value shares. The acquired shares
will be used in connection with share-based remuneration programs and,
respectively, employee stock programs of the Company or entities under its
control and will be delivered to persons who have or had an employment
relationship with the Company or an entity under its control, as well as to
board members of entities under the Company's control. To the extent that
the acquired shares are not required for such purpose, they may be used for
other legally permissible purposes. The Managing Board thereby exercises
the authorization granted by the Shareholders' Meeting of Siemens
Healthineers AG on 19 February 2018 to acquire treasury shares pursuant to
Section 71 para. 1 no. 8 of the German Stock Corporation Act (Aktiengesetz,
AktG).
An investment firm is mandated to carry out the buyback, making its
decisions on the date of the acquisition of shares independently and
without the influence of the Company. The right of the Company to terminate
the mandate of the investment firm and to confer the mandate to another
investment firm or credit institution in compliance with legal provisions
remains unaffected. The share buyback may be terminated, suspended and
resumed at any time, subject to compliance with legal provisions.
The buyback shall be implemented exclusively on the electronic trading
platform of the Frankfurt Stock Exchange (Xetra).
The purchase price per repurchased share (excluding incidental transaction
charges) must neither exceed the share price of a Siemens Healthineers-
Share, as determined by the opening auction of a Siemens Healthineers-Share
in XETRA trading (or a comparable successor system) by more than 10% nor
fall below such market price by more than 20%.
The investment firm is further obligated to comply with the trading
conditions of Art. 3 Delegated Regulation (EU) No. 2016/1052 (hereinafter
also referred to as 'Buyback Regulation'). According to the Buyback
Regulation, inter alia, no purchase price may be paid which exceeds the
price of the last independent trade or the highest independent bid placed
at the time of the purchase on the stock exchange on which the purchase is
carried out, the higher of the two values being relevant. Furthermore,
pursuant to the Buyback Regulation, no more than 25% of the average daily
volume of shares on the stock exchange on which the purchase is carried out
may be acquired. The average volume of shares is based on the average daily
trade volume of the 20 trading days preceding the specific date of
purchase.
The transactions will be announced pursuant to the requirements of Art. 2
para. 3 Buyback Regulation in a detailed and an aggregated form no later
than on the seventh trading day after their execution. Furthermore, Siemens
Healthineers AG will publish the transactions on its website under https://
www.corporate.siemens-healthineers.com/investor-relations/share and ensure
that the information will be publicly accessible for a period of at least
five years from the day of disclosure.
Munich, 23 November 2018
Siemens Healthineers AG
The Managing Board
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23.11.2018 The DGAP Distribution Services include Regulatory Announcements,
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Archive at www.dgap.de
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Language: English
Company: Siemens Healthineers AG
Henkestr. 127
91052 Erlangen
Germany
Internet: https://www.corporate.siemens-healthineers.com
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