MILLICOM INTERNATIONAL CELLULAR SA
For the period ended Nov 29, 2024. Filed Nov 29, 2024.
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Nov 29, 2024 · Filed Nov 29, 2024
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$150 million Share Repurchase Program
On May 23, 2024, the AGM of Millicom resolved to authorize (the “Authorization”) the Board to adopt a share repurchase plan subject to certain conditions. Based on the Authorization, the Board decided today to initiate a repurchase program of SDRs and Shares (the “Share Repurchase Program”) worth up to$150 million (or its equivalent in Swedish Krona (“SEK”)). The purpose of the Share Repurchase Program is to reduce the capital of Millicom by distributing funds to the shareholders, thus enhancing shareholder value, and to meet obligations under Millicom’s share-based incentive plans or other compensation programs. The repurchases may also have the effect of mitigating any potential stock price volatility that may arise during the delisting period, though there can be no guarantee that the Share Repurchase Program would have this or any other effect on any price or trading volatility of the SDRs and Shares.
The Share Repurchase Program will be implemented in accordance with the Authorization, the Nasdaq Nordic Main Market Rulebook for Issuers of Shares (“Nasdaq Rulebook”), applicable law including the Luxembourg law of 10 August 1915 on commercial companies, as amended, and the EU Market Abuse Regulation No. 596/2014 (“MAR”), and it will be executed consistently with the provisions of Article 5 of MAR and the Commission Delegated Regulation No. 2016/1052 (“Safe Harbor Regulation”). The Share Repurchase Program will be managed by a brokerage firm which makes its trading decisions concerning the timing and quantity of the purchases of SDRs and Shares independently of Millicom based on the framework agreed at inception. The Share Repurchase Program will be conducted under the following conditions:
| · | Repurchases may take place during the period between December 9, 2024 and May 21, 2025. |
| · | The maximum level of SDRs and Shares that may be repurchased will be the lower of $150 million (approximately SEK 1.65 billion) in aggregate purchase price, or 17,200,000 SDRs / Shares (the latter corresponding to approximately 10% of Millicom’s share capital, which is the maximum number allowed under the Authorization). |
| · | Payment for the repurchases will be made in cash. |
| · | SDRs and Shares may be repurchased on Nasdaq Stockholm or Nasdaq U.S., respectively, at a price per share within the registered interval for the share price prevailing at any time (the spread), that is, the interval between the highest buying price and the lowest selling price on the regulated market where the purchases are made. |
| · | The repurchased SDRs and Shares will ultimately be transferred to employees of the Company’s group in connection with any existing or future Company’s share-based incentive plan or be cancelled, as the case may be. |
In addition to repurchases under the Share Repurchase Program described above, but with the same purpose, Millicom may also, under the Authorization and before the commencement of repurchases under the Share Repurchase Program, effectuate separate repurchases outside the scope of the Safe Harbor Regulation under article 5 of MAR to the extent permitted under MAR and other applicable rules. If so, the execution of those repurchases will be disclosed and deducted from the maximum amounts and numbers of SDRs of the Share Repurchase Program as stipulated above.
As of the date of this press release, the total number of outstanding shares in Millicom is 172,096,305 of which 598,896 are held by Millicom as treasury shares. Completed acquisitions of own shares will be disclosed and reported in accordance with applicable laws and regulations as well as Nasdaq Rulebook.
Complete information on the authorization resolved by the AGM can be found on Millicom’swebsite.
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