The Board of Directors of MARR S.p.A. (Milan: MARR.MI), the leading company in Italy in the sale and distribution of food and non-food products to the foodservice, today decided to start the programme for the purchase of treasury shares (the “buy back programme”) delegating the Chief Executive Officer and the Board member Claudia Cremonini, to carry out the relative transactions jointly between them.
The ordinary Shareholders’ Meeting on 19 April 2024 had previously authorised the purchase, sale and disposal of treasury shares, pursuant to and by effect of articles 2357 and following of the Civil Code and article 132 of Legislative Decree no. 58 of 24 February 1998, subject to revocation of the authorisation granted by the Shareholders' Meeting of 28 April 2023 for the part not executed, giving the Board of Directors the right to confer suitable proxies in this regard.
The buy back programme is aimed at:
a) carrying out, directly or through intermediaries, any investment transactions also to mitigate anomalous movements in listing, to regularize the trend of trading and prices and to support the liquidity of the stock on the market, in order to support the regular conduct of trading outside of the normal variations related to market trend, without prejudice in any case to compliance with current provisions;
b) carrying out, according to the strategic lines of the Company, capital transactions or other transactions in relation to which it is necessary or advisable to proceed with the exchange or sale stocks to be carried out by means of exchange, conferment or other deed of disposal.
Taking into account the MARR ordinary shares held from time to time in the Company's portfolio, the purchase of treasury shares may involve a maximum overall number of 3,300,000 shares (amounting to about 5% of the shares constituting the share capital) at an overall price not in excess of 10% and not less than 10% of the reference price recorded on the Regulated Euronext Milan stock exchange (“EXM”) in the trading session prior to each individual transaction.
The eventual sale of the treasury shares purchased may be carried out in one or more transactions, with the right to set the terms, methods and conditions that are deemed most opportune from time to time, it holding firm that the sale price of the shares may not be less than 85% of the average of the official trading prices recorded on the EXM in the last two trading days prior to their sale.
The buy back programme and the relative proxies conferred upon the individuals involved will last until the date of the Shareholders’ Meeting for the approval of the financial statements ending as at 31 December 2024, with the possibility of subsequent extensions for up to a maximum of 18 months, to be authorised by the Shareholders’ Meeting.
It must be noted that the buy back transactions may also be partial and that the Board of Directors may decide to suspend said activities at any time.
MARR as of today holds in its portfolio 1,394,260 treasury shares, amounting to 2.1% of the share capital.
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