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Allegro commences share buyback programme to satisfy awards under employee incentive plan

February 21, 2023

Current report No. 2/2023

Legal basis: Market Abuse Regulation (EU) No 596/2014 of 16 April 2014, Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016 (the “Delegated Regulation”), Luxembourg companies law dated 10 August 1915, as amended from time to time (the “Luxembourg Company Law”), and Luxembourg law dated 11 January 2008 on transparency requirements in relation to information about issuers whose securities are admitted to trading on a regulated market.

Title: Allegro commences share buyback programme to satisfy awards under employee incentive plan

With reference to the current report No. 41/2022 of 14 December 2022, the Board of Directors of (respectively, the “Board” and the “Company”) informs that the solution chosen by the Company to facilitate the allocation of shares to the employees of the Company and its subsidiaries in accordance with its employee incentive plan shall be the implementation of the share buyback programme (the “Programme”).

The Company hereby presents the details of the Programme:

  1. the purpose of the share buyback: the satisfaction of awards granted under  Allegro’s employee incentive plan;
  2. the maximum pecuniary amount allocated to the share buyback: PLN 25,375,000
  3. the maximum purchase price per share: PLN 35
  4. the maximum number of shares to be acquired: 725,000;
  5. duration of the Programme: over a period from 22 February 2023 and until 31 March 2023.
  6. The Programme will be lead-managed by Santander Bank Polska S.A. - Santander Biuro Maklerskie, who will independently make trading decisions concerning the timing of the purchases of the Company's shares independently of the Company.

The following trading restrictions shall be applicable to the Programme:

  1. The shares will be acquired on the regulated market of the Warsaw Stock Exchange, without canceling them, in order that such shares can be reallocated to the employees of the Company and of its subsidiaries. Pursuant to article 430-15 (3) of the Luxembourg Company Law, the Company must distribute the shares for this purpose within twelve (12) months from the date of their acquisition. The orders shall not be placed during an auction phase and the orders placed before the start of the auction phase shall not be modified during that phase.
  2. The Company, in order to facilitate the operation of the Company's employee incentive plan, shall acquire the shares at a price higher than the higher of (i) the price of the last independent trade and (ii) the highest current independent purchase bid on the regulated market of the WSE.
  3. The Company shall not purchase on any trading day more than 25 % of the average daily volume of the shares on the regulated market of the WSE in accordance with article 3(3) of the Delegated Regulation.

The Company will ensure adequate public disclosure of the information on the transactions relating to the Programme no later than by the end of the seventh daily market session following the date of execution of such transactions and will also disclose a summary of the completion of the Programme. is a Luxembourg public limited liability company (société anonyme), registered office: 1, rue Hildegard von Bingen, L – 1282 Luxembourg, Grand Duchy of Luxembourg, R.C.S. Luxembourg: B214830.