Last checked at 2 Oct 2017 16:15
To: | FINANCIAL SUPERVISORY AUTHORITY |
| BUCHAREST STOCK EXCHANGE |
| LONDON STOCK EXCHANGE |
Re: | Notification regarding the transactions performed within the eighth buy-back programme |
From: | FONDUL PROPRIETATEA S.A. |
The undersigned, FONDUL PROPRIETATEA S.A. ("FP / The Fund"), represented by Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch, acting in its capacity as Investment Manager, hereby informs you in its capacity as Issuer on the following information regarding the transactions concluded during 25 - 29 September 2017, per Article 150 paragraph (2) of the NSC's Regulation no. 1/2006 regarding issuers and operations with securities:
a) Issuer's name (buyer) | FONDUL PROPRIETATEA S.A. Bucharest Stock Exchange Symbol: FP London Stock Exchange Symbol: FP. |
b) Broker's name | WOOD & COMPANY FINANCIAL SERVICES A.S. (as buy-back agent in relation to the purchase of shares), and JEFFERIES INTERNATIONAL LIMITED (as buy-back agent in relation to the purchase of GDRs) |
c) Description of the acquired financial instruments
| Ordinary shares issued by the Fund (ISIN ROFPTAACNOR5) listed on the Bucharest Stock Exchange ("BVB"), and Global Depositary Receipts ("GDRs") (ISIN US34460G1067) corresponding to the Fund's shares listed on the London Stock Exchange ("LSE") |
d) Transaction's type | Buy-back |
e) Details with respect to the execution of the buy-back market orders | Within the trading session |
f) Total number of shares and equivalent shares of GDRs bought-back in the reporting period, out of which: | 7,370,910 |
- current number of shares bought back | 7,370,910 |
- equivalent shares of current number of GDRs bought back | 0 (representing 0 GDRs) |
g) Total value of the transactions performed in the reporting period (RON), out of which: | 6,238,018.66 |
- value of the shares acquisition (RON) | 6,238,018.66 |
- estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON) | 0.00 |
h) Total number of shares and equivalent shares of GDRs repurchased since the start of the eighth buy-back program | 99,000,590 |
- number of shares bought back | 63,879,290 |
- equivalent shares of current number of GDRs bought back - equivalent shares of current number of GDRs converted in shares from the start of eighth buy-back programme | 35,121,300 (representing 702,426 GDRs)
34,027,850 (representing 680,557 GDRs) |
- % of subscribed share capital as at 7 September 2017, considered as the "Reference Date" for the Fund's Extraordinary and Ordinary General Shareholders' Meetings to be held on 26 September 2017 ("26 September 2017 Fund's GSM") | 0.9827 (and 9.2241% computed to the total outstanding treasury shares and equivalent) |
- % of paid-up share capital as at 7 September 2017 considered as the "Reference Date" for the Fund's 26 September 2017 GSM | 1.0195 (and 9.5697% computed to the total outstanding treasury shares and equivalent) |
- % of total voting rights as at 7 September 20171 considered as the "Reference Date" for the Fund's 26 September 2017 GSM | 1.1251 (and 10.5606% computed to the total outstanding treasury shares and equivalent) |
i) Total value of the shares repurchased since the start of the eighth buy-back program (RON) | 86,039,468.65 |
- value of the shares acquisition (RON) | 55,349,898.83 |
- estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON) | 30,689,569.82 |
j) Number of shares left to be repurchased from the eighth buy-back programme as of the date of this notification2 | 78,159,866 |
The details of the transactions carried out during the reporting period with respect to the shares and GDRs issued by Fondul Proprietatea SA for the purpose of the buy-back are described further below:
Date of the transaction | Market on which the securities were traded | Average price per security (currency) | Volume of the transaction (no. of securities)
| Value of the transaction (currency) |
25 September 2017
|
BVB |
RON 0.8463 |
1,164,377 shares |
RON 985,412.26 |
26 September 2017 |
BVB |
RON 0.8475 |
1,495,735 shares |
RON 1,267,635.41
|
27 September 2017
|
BVB |
RON 0.8484 |
1,708,725 shares |
RON 1,449,682.29 |
28 September 2017
|
BVB |
RON 0.8456 |
1,447,677 shares |
RON 1,224,155.67 |
29 September 2017
|
BVB |
RON 0.8435 |
1,554,396 shares |
RON 1,311,133.03 |
Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch, in its capacity as Investment Manager of FONDUL PROPRIETATEA S.A.
Oana Valentina TRUȚA
Legal Representative
1 The shares and / or equivalent shares of GDRs repurchased by the Fund do not grant voting rights
2 As per the Fund's Extraordinary General Shareholders Meeting Resolution no. 8 of 11 October 2016, the eighth buyback programme refers to the acquisition by the Fund of a maximum number of shares and / or equivalent GDRs corresponding to the Fund's shares computed so that all the outstanding treasury shares (acquired during this programme and/or previous ones) will not exceed 10% of the subscribed share capital at the relevant time, which represents a total of 1,007,408,075 own shares as of the date of this notification; however, after the cancellation of the shares acquired within the seventh buyback programme, the 10% limitation will change and the Fund will notify the market accordingly.