Last checked at 1 Apr 2019 16:31
To: | FINANCIAL SUPERVISORY AUTHORITY |
BUCHAREST STOCK EXCHANGE | |
LONDON STOCK EXCHANGE | |
Re: | Notification regarding the transactions performed within the Fund's tenth 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 March 2019:
a) Issuer's name (buyer) | FONDUL PROPRIETATEA S.A. Bucharest Stock Exchange Symbol: FP London Stock Exchange Symbol: FP.
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b) Brokers' names | · BANCA COMERCIALA ROMANA S.A. (hereinafter referred to as "BCR") (as buy-back agent in relation to the purchase of shares), and · AUERBACH GRAYSON (hereinafter referred to as "AGCO") (as buy-back agent in relation to the purchase of GDRs)
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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")
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d) Transaction's type | Buy-back |
e) Details with respect to the execution of the buy-back market orders
| Within the trading session
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f) Total number of shares and equivalent shares of GDRs bought-back in the reporting period, out of which: | 6,511,385 |
- current number of shares bought back | 6,131,385 |
- equivalent shares of current number of GDRs bought back | 380,000 (representing 7,600 GDRs) |
g) Total value of the transactions performed in the reporting period (RON), out of which: | 5,889,610.53 |
- value of the shares acquisition (RON) | 5,549,574.83 |
- estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON) | 340,035.70 |
h) Total number of shares and equivalent shares of GDRs repurchased since the start of the tenth buy-back program | 82,715,862 |
- number of shares bought back | 68,136,662 |
- equivalent shares of current number of GDRs bought back - equivalent shares of current number of GDRs converted in shares from the start of tenth buy-back programme | 14,579,200 (representing 291,584 GDRs)
13,426,350 (representing 268,527 GDRs) |
- % of subscribed share capital as at 12 March 20191, considered as "Reference Date" for the Fund's General Shareholders Meetings to be held o 4 April 2019 ("12 March 2019") | 0.9088% (and 17.2568% computed to the total outstanding treasury shares and equivalent) |
- % of paid-up share capital as at 12 March 2019 | 0.9466% (and 17.9753% computed to the total outstanding treasury shares and equivalent) |
- % of total voting rights as at 12 March 2019 | 1.1517% (and 21.8691% computed to the total outstanding treasury shares and equivalent)
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i) Total value of the shares repurchased since the start of the tenth buy-back program (RON) | 71,278,962.54 |
- value of the shares acquisition (RON) | 58,827,457.73 |
- estimated value of the equivalent shares of GDRs based on the exchange rate communicated by the National Bank of Romania (RON) | 12,451,504.81 |
j) Number of shares left to be repurchased within the tenth buy-back programme as of the date of this notification2 | 667,284,138 |
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
| Weighted average price per security (currency)*
| Volume of the transaction (no. of securities) | Value of the transaction (currency) |
25 March 2019 | BVB | RON 0.8927 | 1,127,930 shares | RON 1,006,903.11 |
26 March 2019 | BVB | RON 0.9000 | 1,191,428 shares | RON 1,072,285.20 |
27 March 2019 | BVB | RON 0.9044 | 1,251,844 shares | RON 1,132,167.71 |
28 March 2019 | BVB | RON 0.9072 | 1,258,450 shares | RON 1,141,665.84 |
LSE | USD 10.6000 | 7,600 GDRs (380,000 shares equivalent) | USD 80,560.00 | |
29 March 2019 | BVB | RON 0.9192 | 1,301,733 shares | RON 1,196,552.97 |
* The weighted average price per security was rounded to 4-digits
Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch, in its capacity as Investment Manager of FONDUL PROPRIETATEA S.A.
Johan MEYER
Legal Representative
1 Please note that on 28 December 2018, the cancellation of 74,210,188 shares acquired during BB8 was registered with the Trade Registry. Thus, as of 28 December 2018, the new values of the Fund's share capital are: subscribed share capital RON 4,733,020,898.32, divided in 9,101,963,266 shares, and the paid-up share capital is RON 4,543,838,476.32, divided in 8,738,150,916 shares.
2 As per the Fund's Extraordinary General Shareholders Meeting Resolution no. 4 of 14 November 2018, published in the Official Gazette of Romania, Part IV, no. 4592 on 4 December 2018, the tenth buyback programme refers to the acquisition by the Fund of a maximum number of 750,000,000 shares and/or equivalent global depository receipts corresponding to the Fund's shares ("GDRs"). The duration of the tenth buyback programme is 1 January 2019 - 31 December 2019. The shares repurchased during this buyback programme will be cancelled.