STMi­cro launches share buy-back pro­gram

The Malta Business Weekly - - FRONT PAGE -

STMi­cro­elec­tron­ics has launched a share buy­back pro­gram of up to $750 mil­lion to be ex­e­cuted within a 3 year pe­riod (sub­ject to share­holder and other ap­provals from time to time) fol­low­ing the pub­li­ca­tion of this press re­lease.

The share buy-back pro­gram will be car­ried out in ac­cor­dance with the au­tho­ri­sa­tion of the Su­per­vi­sory Board and the pro­vi­sions of the Mar­ket Abuse Reg­u­la­tion (EU) 596/2014 and Com­mis­sion Del­e­gated Reg­u­la­tion (EU) 2016/1052.

The com­pany in­tends to carry out the buy-back pro­gram, and hold the shares bought back as Trea­sury Stock, for the pur­pose of meet­ing the com­pany’s obli­ga­tions in re­la­tion to its em­ployee stock award plans. As of Oc­to­ber 31, 2018, STMi­cro holds ap­prox­i­mately 8.6m Trea­sury Shares, rep­re­sent­ing ap­prox­i­mately 0.9 per­cent of its is­sued share cap­i­tal.

StMi­cro will ap­point one or more bro­kers to ex­e­cute the share buy-back pro­gram in ac­cor­dance with all ap­pli­ca­ble reg­u­la­tions. The bro- kers will make their de­ci­sions re­lat­ing to the pur­chase of com­pany shares in­de­pen­dently, in­clud­ing with re­spect to the tim­ing of any pur­chases, and all pur­chases ef­fected will be in com­pli­ance with daily lim­its on prices and vol­umes.

STMi­cro’s clos­ing share price on the New York Stock Ex­change on Novem­ber 2, 2018, was $15.81 and, at such price, the max­i­mum num­ber of shares that could be ac­quired for $750m would be ap­prox­i­mately 47m, which rep­re­sents ap­prox­i­mately 5.2 per­cent of the com­pany’s is­sued share cap­i­tal.

Pur­chases of shares will be made on one or more trad­ing venues, which may in­clude the reg­u­lated mar­ket of Euronext Paris, the Mer­cato Telem­atico Azionario or­gan­ised and man­aged by Borsa Ital­iana S.p.A. and the New York Stock Ex­change.

The ac­tual tim­ing, num­ber and value of com­pany shares re­pur­chased un­der the share buy­back pro­gram will de­pend on a num­ber of fac­tors, in­clud­ing mar­ket con­di­tions, gen­eral busi­ness con­di­tions and ap­pli­ca­ble le­gal re­quire- ments. The com­pany is not ob­li­gated to carry out the share buy-back pro­gram, and, if com­menced, the share buy-back pro­gram may be sus­pended and dis­con­tin­ued at any time, for any rea­son and with­out pre­vi­ous no­tice, in ac­cor­dance with ap­pli­ca­ble laws and reg­u­la­tions.

STMi­cro says its share buy-back pro­gram im­ple­ments the res­o­lu­tion of its share­hold­ers pur­suant to its an­nual share­hold­ers’ meet­ing held on May 31, 2018 to re­pur­chase shares in ac­cor­dance with the au­tho­ri­sa­tion of the Su­per­vi­sory Board. Con­tin­u­a­tion of the share buy-back pro­gram will be sub­ject to fu­ture share­holder ap­proval at the com­pany’s 2019 an­nual share­hold­ers’ meet­ing.

StMi­cro will an­nounce de­tails of any share pur­chases ef­fected pur­suant to the share buy-back pro­gram, as re­quired by ap­pli­ca­ble laws and reg­u­la­tions. The costs that the com­pany may in­cur in con­nec­tion with the pur­chase of the shares pur­suant to the share buy-back pro­gram will de­pend on the price and the terms on which ac­tual pur­chases are made.

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