Subsea 7 S.A. announces an update to the terms of its $200 million share repurchase programme
Subsea 7 today announced that on 15 April 2021, the Board of Directors authorised a 24-month extension to the Group’s $200 million share repurchase programme, previously announced on 25 July 2019. The extension will expire on 14 April 2023.
The terms of the share repurchase programme have been updated in accordance with the authority granted to the Board of Directors at the Extraordinary General Meeting of shareholders held on 14 April 2021 (the EGM) to repurchase shares on or before 14 April 2023 and to cancel shares repurchased on or before 14 October 2023.
The share repurchase program was originally authorised on 25 July 2019 in accordance with the authority granted to the Board of Directors at the Extraordinary General Meeting of the Company on 17 April 2019 to repurchase shares on or before 17 April 2021 and to cancel shares repurchased on or before 17 October 2021 under such authorisation (the 2019 Authorisation).
At the EGM shareholders approved a resolution granting authority to the Board of Directors to repurchase Company shares and to cancel shares repurchased under such authorisation (the 2021 Authorisation). Accordingly, the authorisation to repurchase shares under the 2019 Authorisation has been replaced by the 2021 Authorisation without prejudice to the authorisation to cancel shares granted under the 2019 Authorisation which shall remain in full force and effect.
The 2021 Authorisation authorises the Board of Directors to cancel shares repurchased under the 2021 Authorisation on or before 14 October 2023 and to reduce the issued share capital of the Company accordingly. Under the 2021 Authorisation, the Company or any direct or indirect wholly-owned subsidiary of the Company will be authorised to purchase shares subject to a) the maximum price to be paid for such shares not exceeding 125% of the average closing price for such shares on the Oslo Børs for the five most recent trading days prior to such purchase and b) the minimum price to be paid for such shares shall not be less than the par value (i.e. $2.00 per share) thereof and for a volume not exceeding 10% of the issued share capital in aggregate further provided such purchases are in conformity with Article 430-15 of the Luxembourg Company Law. The issued share capital on 14 April 2021 was 300,000,000.
The 2021 Authorisation will apply to shares repurchased after 15 April 2021 under the current share repurchase programme. The other terms of the current share repurchase programme remain unchanged.