“After the share capital decrease, the subscribed share capital of Fondul Proprietatea S.A. shall have a value of RON 8,562,968,634.10 being divided in 10,074,080,746 shares, each having a nominal value of RON 0.85 per share,” the fund said in a statement Wednesday.
Shareholders will also have to approve the authorization of the Sole Director to buy back shares of Fondul Proprietatea, global depositary receipts or depositary interests corresponding to shares of Fondul Proprietatea S.A., via trading on the regular market on which the shares, the global depositary receipts or the depositary interests corresponding to the shares of Fondul Proprietatea S.A. are listed or public tender offers, in compliance with the applicable law, for a maximum number computed so that all the outstanding treasury shares (acquired during this program and/or previous ones) will not exceed 10% of the issued share capital at the relevant time, starting with the date when the share capital decrease is effective, for a maximum period of 18 months as of the date when this shareholders’ resolution is published in the Official Gazette of Romania, Part IV.
The buyback shall be performed at a price that cannot be lower than RON0.2/share or higher than RON2/share.
According to the statement, in case of acquisitions of global depositary receipts or depositary interests corresponding to shares of Fondul Proprietatea, the calculation of shares in relation to the aforementioned thresholds shall be based on the number of Fondul Proprietatea shares underlying such instruments and their minimum and maximum acquisition price in the currency equivalent (at the relevant official exchange rate published by the National Bank of Romania valid for the date on which the instruments are purchased) shall be within the price limits applicable to the share buybacks above-mentioned, and shall be calculated based on the number of shares represented by each global depositary receipt or depositary interest.
Fondul Proprietatea currently has a market value of RON8.67 billion.