Aktienrückkaufprogramm

Scout24 AG: Release of a capital market information

Scout24 AG / DISCLOSURE CORRESPONDING TO ART. 5(1) LIT. A) OF REGULATION (EU) NO. 596/2014 AND ART. 2(1) OF DELEGATED REGULATION (EU) NO. 2016/1052 // SHARE BUY-BACK PROGRAMME 03.04.2020 / 22:59 Dissemination of a Post-admission Duties announcement transmitted by DGAP - a service of EQS Group AG.The

Scout24 AG / DISCLOSURE CORRESPONDING TO ART. 5(1) LIT. A) OF REGULATION (EU) NO. 596/2014 AND ART. 2(1) OF DELEGATED REGULATION (EU) NO. 2016/1052 // SHARE BUY-BACK PROGRAMME
03.04.2020 / 22:59
Dissemination of a Post-admission Duties announcement transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

DISCLOSURE CORRESPONDING TO ART. 5(1) LIT. A) OF REGULATION (EU) NO. 596/2014 AND ART. 2(1) OF DELEGATED REGULATION (EU) NO. 2016/1052 // SHARE BUY-BACK PROGRAMME

As announced by the ad-hoc release dated 25 March 2020, the Management Board of Scout24 AG, Munich, ISIN DE000A12DM80, resolved with the approval of the Supervisory Board to purchase own shares of the Company via the stock exchange. For this purpose, the Management Board will continue the share buyback carried out until the end of January 2020.

In this respect the Company makes use of the authorization granted by the Annual General Meeting on 8 June 2017 pursuant to section 71 (1) no. 8 of the German Stock Corporation Act (Aktiengesetz). In addition, it will be proposed to the Annual General Meeting scheduled for June 2020 that this authorization be renewed.

The share buyback will not commence before 6 April 2020 (earliest possible purchase date) and will be completed no later than 31 August 2021 (latest possible purchase date). In this period and in accordance with the resolved buyback program, own shares of the Company worth up to a maximum of EUR 690 million (plus transaction costs) shall be repurchased. On the basis of the closing price in XETRA trading on the Frankfurt stock exchange (as of 3 April 2020: [EUR 53.00]), this corresponds to a volume of up to approx. 13,018,867 shares. Against the background of the Annual General Meeting scheduled for 18 June 2020 and its legally compliant execution, no shares are expected to be repurchased in the period from 24 April 2020 until 7 May 2020 and from 11 June 2020 until 18 June 2020.

The own shares will be repurchased for legally permitted purposes. The shares acquired as part of this share buyback program, together with other shares which the Company has already acquired and still holds, will at no time exceed 10% of the share capital.

In a first tranche running from 6 April 2020, own shares of the Company worth up to EUR 490 million will be repurchased via the stock exchange until 31 December 2020 at the latest. The remaining volume of up to EUR 200 million shall be bought back in 2021 until the 2021 Annual General Meeting.

The buyback will be implemented by a credit institution which makes its decisions on the timing of the share purchases independently and without being influenced by the Company. The right of Scout24 AG to terminate the mandate with the bank prematurely and to reassign it to another bank remains unaffected. The buyback of own shares will be carried out in accordance with Art. 5(1) of the Market Abuse Regulation (MAR) in conjunction with Commission Delegated Regulation (EU) no. 2016/1052 of 8 March 2016 (Commission Delegated Regulation (EU) no. 2016/1052) except for the limitations of the purposes set out in Article 5 (2) of the Market Abuse Regulation.

The buyback will exclusively be executed via stock exchanges in a manner that softens impact on the share price. In accordance with the authorization granted by the Annual General Meeting of Scout24 AG on 8 June 2017, the purchase price per repurchased share (excluding transaction costs) may not exceed more than 10 per cent nor may fall below more than 20 per cent the average closing price of the Scout24 share in XETRA trading on the Frankfurt stock exchange (or a comparable successor system) on the last three stock exchange trading days preceding the obligation to purchase the shares. In addition, in accordance with the trading conditions of Art. 3 of Delegated Regulation (EU) 2016/1052, no purchase price will be paid which exceeds the higher of the price of the last independent trade or the highest last independent purchase bid on the trading venue where the purchase is carried out, including when the shares are traded on different trading venues. In accordance with Delegated Regulation (EU) 2016/1052, no more than 25 per cent of the average daily volume of the shares at the trading venue on which the respective purchase is carried out may be acquired on any trading day; the average daily volume of the shares results from the average daily trading volume during the 20 trading days preceding the specific day of purchase. Buyback orders will only be placed during continuous trading and not in the context of auction phases, and orders existing at the beginning of an auction phase will not be changed during this phase.

The share buyback may be suspended and resumed at any time in compliance with the applicable statutory provisions.

Information on the transactions relating to the buyback program will be duly disclosed in accordance with Art. 2(2) and (3) of Delegated Regulation (EU) 2016/1052 no later than by the end of the seventh trading day following the date of the execution of such transactions in a detailed as well as in an aggregated form. Moreover, Scout24 AG will publish all disclosed transactions on its website https://www.scout24.com/sharebuyback2020 in accordance with Art. 2(3) of Delegated Regulation (EU) 2016/1052 and will keep that information available to the public for at least a 5-year period from the date of public disclosure.

Munich, 3 April 2020

Scout24 AG

The Management Board



03.04.2020 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
Archive at www.dgap.de


Language:English
Company:Scout24 AG
Bothestr. 11-15
81675 Munich
Germany
Internet:www.scout24.com

 
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