Last checked at 13 Nov 2017 16:54
To: Bucharest Stock Exchange Financial Supervisory Authority London Stock Exchange
Current report according to Article 99 of the Rule book of the Bucharest Stock Exchange Market Operator, Title II, Issuers and Financial Instruments Important events to be reported:
Update regarding the Fund's buy-back programmes Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch ("the Investment Manager"), in its capacity as Investment Manager of Fondul Proprietatea S.A. ("the Fund") would like to update shareholders and investors that the eighth buyback programme has ended and the ninth buyback programme will start on 14 November 2017. 1. Termination of the eight buy-back programme The Investment Manager acquired during 30 May 2017 - 10 November 2017 141,869,861 shares and equivalent global depositary receipts ("GDRs") corresponding to the Fund's shares, in total representing 1.41% of the Fund's total number of issued shares as at 10 November 2017. The shares and GDRs were acquired via daily trading on the regular market (Bucharest Stock Exchange in case of ordinary shares and London Stock Exchange in case of GDRs). The total value of the eighth buy-back programme was RON 122,348,193.26 (excluding brokerage fees and other acquisition related costs), and the weighted average price was approximately RON 0.8591 per share, respectively USD 10.8805 per GDR. As a reminder, a partial cancellation of 67,659,673 shares repurchased and settled between 30 May 2017 and 14 August 2017 within the eighth buyback programme was approved through EGM Resolution no. 4/26 September 2017. Please note that the subscribed share capital decrease pursuant to the partial cancellation approved through EGM Resolution no. 4/26 September 2017 will be effective after all legal requirements are met. Also, the cancellation of the remaining number of shares bought back within this programme will be subject to the shareholders' approval during the next EGM. 2. Start of the ninth buyback programme The Investment Manager will start the ninth buy-back programme on 14 November 2017. As per EGM Resolution no. 5 of 26 October 2017 published in the Official Gazette no. 4303, Part IV on 10 November 2017, the programme refers to the acquisition of a maximum number of shares and/or equivalent GDRs corresponding to the Fund's shares computed so that inclusive of all the outstanding treasury shares (acquired during this programme and/or previous ones) will not exceed 20% of the issued share capital at the relevant time, which represents a total of 1,042,698,669 own shares as of the date of this report. However, after shareholders approve new cancellations of the treasury shares, the capacity corresponding to the 20% limit of the issued share capital will change accordingly. The ninth buy-back programme shall be performed at a price that cannot be lower than RON 0.2 / share or higher than RON 2 / share. Currently, the maximum amount allocated to this programme for the maximum number of shares as described above is RON 2,085,397,338.40 (excluding brokerage fees and other acquisition related costs). The ninth buy-back programme will end on 10 May 2019 (18 months after the publication of the EGM Resolution in the Official Gazette i.e. 10 November 2017). The shares acquired by the Fund will be cancelled. Following the evaluation of the offers submitted in the brokers' selection process, WOOD & Company Financial Services, a.s. (as buy-back agent in relation to the purchase of shares listed on Bucharest Stock Exchange) and Jefferies International Limited (as buy-back agent in relation to the purchase of GDRs listed on London Stock Exchange) have been selected to provide brokerage services for the ninth buy-back programme. The Fund is allowed to buy-back daily up to 25% of the average daily volume of the Fund's shares (whether in the form of ordinary shares of the Fund or GDRs) on the regulated market on which the purchase is carried out, calculated according to applicable law. The Investment Manager will report on a weekly basis on the progress of this buy-back programme according to legislation in force.
Franklin Templeton Investment Management Ltd. United Kingdom Bucharest Branch acting as Investment Manager of FONDUL PROPRIETATEA S.A.
Johan MEYER
Legal Representative
| Report date: 13 November 2017 Name of the issuing entity: Fondul Proprietatea S.A. Registered office: 78-80 Buzesti Street 7th floor, district 1, Bucharest, 011017 Phone/fax number: Tel.: + 40 21 200 9600 Fax: + 40 21 200 9631 Email: office@fondulproprietatea.ro Internet: www.fondulproprietatea.ro Sole Registration Code with the Trade Register Office: 18253260 Order number in the Trade Register: J40/21901/2005 Register on Data Protection Notification Register under number:18668 Subscribed share capital: RON 5,238,521,987.92 Paid-up share capital: RON 5,049,339,565.92 Number of shares in issue: 10,074,080,746 Number of paid shares: 9,710,268,396 Regulated market on which the issued securities are traded: Shares on Bucharest Stock ExchangeGDRs on London Stock Exchange
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