The decision of the management company of INVL Technology on the purchase of own shares
30 April 2024 - 11:12PM
UK Regulatory
The decision of the management company of INVL Technology on the
purchase of own shares
The Management company INVL Asset Management,
UAB of INVL Technology (hereinafter – “the Company”), taking
into account that the Company has formed and not realised the
reserve for the purchase of own shares which is equal to EUR 9.8
million and considering the resolution of the General Shareholders
Meeting of the Company held on 30 April 2024, initiates the
purchase of the Company‘s own ordinary registered EUR 0.29 nominal
value shares. The acquisition will be implemented through the
market of official offer of Nasdaq Vilnius stock exchange.
Share sale offers shall be accumulated during
the entire purchase period. Should sale offers exceed quantity of
shares to be acquired, all offers shall be reduced in
proportion.
Purchase conditions:
Share purchase starts on 6 May 2024.
Share purchase ends on 20 May 2024.
Maximum number of shares to be acquired (units): 200,000 units.
Total maximum purchase price (EUR): EUR 500,000.
Maximum purchase price (EUR): EUR 2.50 per share.
Share purchase price (EUR): the price shall be determined according
to Dutch auction principles, i.e. transaction shall be executed at
„single price“.
Additional information:
INVL Technology, a company that invests in IT
businesses, intends to buy back some of its own shares using a
reserve formed for that purpose. The company’s shares will be
repurchased in the first application of Dutch auction rules on the
Lithuanian capital market.
The share buyback period begins on 6 May and
ends on 20 May. A maximum of 200,000 of the company’s shares will
be acquired (or 1.6% of its share capital). The maximum purchase
price is EUR 2.50 per share. Before the announcement of the
buyback, the price of INVL Technology’s shares on the stock
exchange was EUR 2.28.
“The purpose of the share repurchase is to meet
obligations related to stock option programmes and other share
allocations to employees of subsidiaries, and/or to reduce the
company’s authorized capital by annulling acquired own shares. The
buyback share price will be determined on a Dutch auction basis, in
other words, all shares will be repurchased at the lowest price
established by the exchange’s algorithm,” says Kazimieras Tonkūnas,
the Managing Partner of INVL Technology.
He said that while previously companies in
Lithuania usually bought back shares at a fixed price, this time a
decision was taken to use the Dutch auction functionality that
Nasdaq offers, where the market sets the final buyback price.
“If fewer shares are offered at the auction than
the company seeks to buy back, transactions will take place at the
maximum price. If more shares are offered, then orders will be
executed at the lowest price at which the full desired number of
shares can be repurchased,” says Vaidotas Užpalis, the Head of
Transaction Services at Nasdaq Baltic.
An allocation of EUR 500,000 is envisaged for
repurchasing shares, using part of a EUR 9.8 million reserve formed
in 2015 for that purpose.
Procedures for the acquisition of own shares
were approved at a general meeting of the company’s shareholders
held on 30 April. The company was given the right to acquire own
shares for up to 10% of its authorized capital, with a time limit
for such acquisitions of 18 months from the date of the decision of
the shareholders’ meeting. The maximum purchase price per share is
INVL Technology’s last published net asset value; the minimum is
EUR 0.29. Since the acquired shares will not be sold, no
minimum selling price or sale procedure was stipulated.
INVL Technology owns the cybersecurity company
NRD Cyber Security, the GovTech and FinTech company NRD Companies,
and the Baltic IT company Novian.
In mid-March this year, the company announced
that it had signed an agreement with the Zurich branch of M&A
intermediation service provider Corum Group’s Luxembourg-based unit
Corum Group International, to advise and serve as M&A
intermediary on the sale of the company’s portfolio of
businesses.
INVL Technology, which is managed by INVL Asset
Management, the leading alternative asset manager in the Baltics,
is a closed-end investment company which must exit its investments
no later than mid-July 2026 and distribute the money to
shareholders.
The person authorized to provide additional
information:
Kazimieras Tonkūnas
INVL Technology Managing Partner
E-mail k.tonkunas@invltechnology.lt
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