EQS-News: AUSTRIACARD HOLDINGS AG:

EQS-News: AUSTRIACARD HOLDINGS AG / Key word(s):
Miscellaneous/Miscellaneous
AUSTRIACARD HOLDINGS AG:

30.06.2023 / 17:33 CET/CEST
The issuer is solely responsible for the content of this announcement.

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Vienna, 30 June 2023

 

AUSTRIACARD HOLDINGS AG: RESOLUTION OF THE ANNUAL GENERAL MEETING HELD ON
30 JUNE 2023 ON THE AUTHORIZATION TO AQUIRE OWN SHARES PURSUANT TO SEC 65
PARA 1 NO 4 AND 8 AS WELL AS PARA 1A AND 1B OF AUSTRIAN STOCK CORPORATION
ACT (AKTG)

Public disclosure of the resolution of the annual general meeting held on
30 June 2023 on the authorization to acquire own shares pursuant to
Sec 119 para 9 of the Austrian Stock Exchange Act (BörseG) and 4.1.3.14.
of ATHEX Rulebook

At the annual general meeting of AUSTRIACARD HOLDINGS AG held on 30 June
2023, the following resolution regarding the acquisition of own shares was
adopted under agenda item 7:

„a. The management board shall be authorized for a period of 30 months
from the date of today’s resolution in accordance with Sec 65 para 1 no 4
and 8 and para 1a and 1b AktG to acquire own shares of the Company.

The consideration to be paid per share when acquiring shares must not be
lower than EUR 1.00 (i.e., the calculated proportion of the share capital
per share) and must not be more than 20% above the volume-weighted average
price of the last 20 trading days preceding the respective purchase. The
management board is authorized to determine the terms of reacquisition.
Trading in own shares is excluded as a purpose for purchase.

The management board may exercise this authorization within the statutory
limits on the maximum number of own shares either once or on several
occasions up to 10% of the share capital, provided that the percentage
amount of the share capital of the Company relating to shares held by the
Company on account of this authorization or otherwise does not exceed 10%
of the share capital at any time. Repeated exercise of this authorization
is permissible. Also, it may be exercised for one or several purposes by
the Company, by a subsidiary (Sec 189a no 7 Austrian Commercial Code) or
by third parties acting on behalf of the Company.

The acquisition may take place at the discretion of the management board,
with the consent of the supervisory board, via the stock exchange or a
public offer or in any other legally permissible, appropriate manner, in
particular, also under exclusion of the shareholders’ pro rata rights of
re-purchase (reverse exclusion of subscription rights).

b. The management board is also authorized to dispose of the acquired own
shares without an additional resolution by the general meeting via the
stock exchange or a public offer and to determine the terms of disposal.

Further, the management board is authorized for the period of five years
from the date of today’s resolution in accordance with Sec 65 para 1b
AktG, to adopt a resolution, subject to the consent of the supervisory
board, on the disposal of own shares using a different legally permitted
method of disposal than via the stock exchange or a public offer and on an
exclusion of pre-emption rights (subscription rights) of shareholders, and
to determine the terms and conditions of the disposal of own shares. This
authorization includes, in particular, but is not limited to, the transfer
of own shares by using a different legally permitted method of disposal
than via the stock exchange or a public offer for the following purposes:
(i) transferring shares to employees, senior executives as well as members
of the management board of the Company or its subsidiaries (Sec 189a no 7
Austrian Commercial Code) for remuneration purposes, and (ii) use as
consideration in connection with the (also indirect) acquisition of
businesses, parts of businesses or participations in one or more companies
both nationally and internationally.

c. In addition, the management board is authorized to cancel the own
shares acquired in whole or in part without an additional resolution by
the general meeting with the consent of the supervisory board. The
cancelation causes a capital reduction by the portion of the share capital
that is attributable to the canceled shares.

All authorizations (items a.-c.) may be used once or on several occasions,
in whole or in part, individually or jointly.”

 

ABOUT AUSTRIACARD HOLDINGS AG

AUSTRIACARD HOLDINGS AG, headquartered in Vienna, with an international
presence, is one of the leading providers of Secure Digital Technology
Solutions in Europe. 

AUSTRIACARD HOLDINGS AG is the one of the leading B2B providers of smart
cards, personalization and payment solutions, as well as secure data
management and digitalization solutions, in Austria, Scandinavia, Central
and Eastern Europe and South Eastern Europe, while also having significant
market share in many other European countries and Türkiye. The group is
expanding fast in geographical areas outside Europe, such as the USA where
it has established a new personalization center, and the Middle East &
Africa where sales units have been developed that have already drawn
significant new business. In addition, the company has become a payment
products and solutions partner of choice for challenger banks/neo banks, a
growing market segment world-wide.

The company has a very strong pan-European operational footprint, reaching
from the United Kingdom to Greece and Türkiye, with seven production
facilities and seven personalization centers in Europe, as well as an
additional personalization center in USA, employing currently around 2,500
people. It also has sales offices in Norway, Czech Republic, Germany,
Croatia, Serbia, Jordan, the UAE and a network of partners and selling
agencies around the world. This footprint enables the provision of a high
service level to our customers, confirmed by the very long-lasting
business relationships. The group’s international customer base benefits
from a complementary product and services and solutions offering ranging
from bill printing, direct mailing and document processing to payment,
transit and ID cards increasingly bundled with online, mobile and
digitalization transformation solutions.

 

Issuer:   AUSTRIACARD HOLDINGS AG

   Lamezanstraße 4-8

1230 Vienna

Austria

Contact person: Dimitris Tzelepis

Tel.:                             +43 1 61065 – 357

E-Mail:                         d.tzelepis@austriacard.com

Website:  www.austriacard.com

ISIN(s):   AT0000A325L0

Stock Exchange(s): Vienna Stock Exchange (prime market)

   Athens Exchange (main market)

 

 

 

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30.06.2023 CET/CEST This Corporate News was distributed by EQS Group AG.
www.eqs.com

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Language: English
Company: AUSTRIACARD HOLDINGS AG
Lamezanstraße 4-8
1230 Vienna
Austria
E-mail: ac.contact@austriacard.com
Internet: https://www.austriacard.com/
ISIN: AT0000A325L0
WKN: A3D5BK
Listed: Vienna Stock Exchange (Official Market)
EQS News ID: 1670435

Notierung vorgesehen, intended to be listed;

 
End of News EQS News Service

1670435  30.06.2023 CET/CEST

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