Other Capital Market Information | 8 November 2013 16:03
Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in München / Disclosure according to Section 4 para. 2 of Regulation (EC) No. 2273/2003
08.11.2013 16:03
Dissemination of a Post-admission Duties announcement, transmitted by
DGAP - a company of EQS Group AG.
The issuer is solely responsible for the content of this announcement.
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WKN 843002
ISIN DE0008430026
Disclosure according to Section 4 para. 2 of Regulation (EC) No. 2273/2003
The Board of Management of Münchener Rückversicherungs-Gesellschaft
Aktiengesellschaft in München ('Munich Re') resolved on 7 November 2013
that up to 13,000,000 Munich Re shares (ISIN DE0008430026) will be acquired
for a maximum total purchase price (excluding incidental expenses) of EUR 1
bn via the stock exchange at the conditions stated below in the period
between 7 November 2013 and, at the latest, the Annual General Meeting on
30 April 2014. The shares may be also be acquired using derivatives in the
form of put options, call options or a combination of both in accordance
with the authorisation granted by the Annual General Meeting on 20 April
2011. The Company may acquire own shares up to a maximum of 5% of the share
capital at the time of the authorisation (20 April 2011) using options. If
shares are bought back using options, the purchase price to be paid shall
be the option exercise price (excluding incidental expenses).
The Board of Management is thus availing itself of the authorisation to buy
back shares granted by the Annual General Meeting on 20 April 2011.
The purpose of the share buy-back is to retire the repurchased shares in
order to optimise the Company's capital structure.
The buy-back will be carried out in accordance with Section 14 para. 2 and
Section 20 a para. 3 of the German Securities Trading Act in conjunction
with the rules of Commission Regulation (EC) No. 2273/2003 of 22 December
2003 implementing Directive 2003/6/EC of the European Parliament and of the
Council as regards exemptions for buy-back programmes and stabilisation of
financial instruments (hereinafter: EC Regulation 2273/2003). The buy-back
may be carried out on behalf of and for the account of Munich Re using one
or more independent banks. The banks are obliged to carry out the
acquisition of Munich Re shares in keeping with the above-mentioned rules
and to comply with the provisions of the Annual General Meeting
authorisation of 20 April 2011.
The banks will make their decisions regarding the timing of share
acquisitions independently of and without influence by Munich Re, as per
Article 6 para. 3 b) of EC Regulation 2273/2003. Munich Re will thus not
exercise control over the banks' decisions in this respect. The Board of
Management may stop the share buy-back programme and - subject to the
insider trading rules of the German Securities Trading Act - resume it at
any time.
In particular, the banks are obliged to observe the trading conditions of
Article 5 of EC Regulation 2273/2003 and the conditions of this share
buy-back programme.
Independent of the present share buy-back programme, companies of the
Munich Re Group buy and sell own shares to a minor extent on an ongoing
basis for employee share pro-grammes and to safeguard stock appreciation
rights from the long-term incentive plan for the Board of Management and
top executives. In so doing, they comply with the conditions of the
authorisation granted by the Annual General Meeting on 20 April 2011.
The transactions will be published in accordance with EC Regulation
2273/2003; Munich Re will provide regular information on the progress of
the share buy-back programme at www.munichre.com.
Munich, 8 November 2013
The Board of Management
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Language: English
Company: Münchener Rückversicherungs-Gesellschaft Aktiengesellschaft in München
Königinstraße 107
80802 München
Germany
Internet: www.munichre.com
End of Announcement DGAP News-Service
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