23 Mai 2018

Valartis Share buy-back programme June 2018 - April 2019

Following receipt of regulatory approval, Valartis Group AG today announces its share buy-back programme:

The General Meeting approved on 15 May 2018 the repurchase up to a maximum of 400,000 shares of the Company’s own shares prior to the 2019 Annual General Meeting by way of a public share buy-back programme for cancellation purposes. Any shares repurchased under the public share buy-back programme are to be cancelled and therefore will not fall within the scope of the 10 per cent limit on a company’s own shares pursuant to Art. 659 of the Swiss Code of Obligations. The amendment of the Articles of Association (reduction of share capital) in respect of the actual number of shares repurchased will be submitted to the Annual General Meeting 2019 for approval.

The share capital of Valartis Group AG currently registered with the commercial register amounts to CHF 5,000,000.00 and is divided into 5,000,000 registered shares with a nominal value of CHF 1.00 each.

Registered shares of Valartis Group AG (ordinary trading line)

Swiss Securities No
ISIN
Ticker
36,742,768
CH0367427686
VLRT

Registered shares of Valartis Group AG (share buy-back on the second trading line)

Swiss Securities No
ISIN
Ticker
41,903,248
CH0419032484
VLRTE

SECOND TRADING LINE ON THE SIX SWISS EXCHANGE

As part of the share buy-back programme, a second line in accordance with the International Reporting Standard for registered shares will be established on the SIX Swiss Exchange Ltd. On this second line, Valartis may only act as buyer (by means of Bank Cramer & Cie SA commissioned with the share buy-back) and acquire its own registered shares for the purpose of subsequent cancellation and capital reduction. Ordinary trading in Valartis registered shares under Swiss securities number 36,742,768 will not be affected by this measure and will continue normally. Shareholders of Valartis willing to sell therefore have the choice of either selling registered shares in normal trading or offering them to the Company for subsequent cancellation and capital reduction on the second line.

Valartis shares sold via the second trading line are subject to the Swiss federal withholding tax rate of 35 percent on the difference between the repurchase price of the Valartis share and its nominal value of CHF 1.00. The Company or the bank mandated, respectively will deduct this tax from the repurchase price for payment to the Federal Tax Administration. Shareholders domiciled in Switzerland are entitled to a reimbursement of the withholding tax provided they are beneficial owners of the shares at the time they are surrendered and they do not avoid taxes (Article 21 of the Swiss Withholding Tax Law). Shareholders domiciled outside Switzerland may reclaim the withholding tax in accordance with any applicable double taxation agreements. All shareholders must seek their own specific tax advice, and nothing herein is intended or should be considered as tax advice.

Duration
25 Juni 2018
Commencement of the programme
Start of trading of Valartis registered shares on the second SIX trading line
12 April 2019
End of the programme
Termination of trading of Valartis registered shares on the second SIX trading line
14 May 2019
Reduction of share capital
Proposal to the Annual General Meeting 2019

Further details on the Programme can be found in the official announcements, which can be accessed using the following links:

Official buy-back announcements in German and French

Official buy-back announcement in German

download

Official buy-back announcement in French

download

PUBLICATION OF TRANSACTIONS

As of 25 Juni 2018, share buy-back transactions will be reported here on a regular basis.

Transaction report

download

MAXIMUM DAILY REPURCHASE VOLUME

The maximum buy-back volume per day is:

4,314 shares per day

Calculated in accordance with Article 123(1)(c) of the Swiss Federal Ordinance on Financial Market Infrastructures and Market Conduct in Securities and Derivatives Trading (Financial Market Infrastructure Ordinance, FMIO) of 25 November 2015.

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