The Board of Directors of the Company has resolved to establish the terms and conditions for the acquisition of treasury stock issued by the Company.
In making this decision, the economic and market situation has been considered, as well as the discount of the current listed price of the shares in relation to the fair value of the assets, determined by independent appraisers, and is intended to contribute to the reduction of the gap between the implied value of the Company, based on the value of the assets, and the value of the Company, based on the listed price of its shares, with a view to contributing to the strengthening of the Company’s shares in the market. Consequently, the Board of Directors, based on the aforementioned arguments, with the absence of objections from the Audit Committee and the favorable opinion of the Supervisory Committee and the independent accountant, has ordered the Company to acquire its own shares pursuant to Article 64 of Law No. 26,831 and the CNV Rules. In line with this, the Board of Directors has established the following terms and conditions for the acquisition of the Company’s own shares issued by the Company:
Maximum amount to be invested.Up to ARS 15,000,000,000,000 (fifteen billion pesos).
Maximum number of shares to be acquired:The amount of shares to be acquired shall in no case exceed the maximum limit of 10% of the Company’s capital stock, in accordance with the provisions of the applicable regulations.
Maximum amount to be invested.Up to ARS 15,000,000,000,000 (fifteen billion pesos).
Maximum number of shares to be acquired:The amount of shares to be acquired shall in no case exceed the maximum limit of 10% of the Company’s capital stock, in accordance with the provisions of the applicable regulations.
Daily limit for market operations:As provided by the regulations, it will be up to 25% of the average daily trading volume of the Company’s shares, jointly in the markets where it is listed, during the previous 90 business days.
Price to be paid for the shares:Up to a maximum of USD 11.00 (eleven US dollars) per GDS and up to a maximum value in pesos of ARS 1,550.00 (one thousand five hundred and fifty pesos) per share. The maximum price may be modified by the Board of Directors, and the National Securities Commission (“CNV”) and the markets must be informed.
Period within which the acquisitions will be carried out:up to 180 days, beginning the day after the date of publication of the information in the Daily Bulletin of the Buenos Aires Stock Exchange (“BCBA”), for the account and order of Bolsas y Mercados Argentinos S.A. (“BYMA”) in accordance with the delegation of powers set forth in Resolution No. 18,629 of the CNV, subject to any renewal or extension of the term, which will be informed to the investing public.
Origin of the Funds:The acquisitions will be made with realized and liquid profits pending distribution of the Company and/or with free or optional reserves. The Company has the necessary liquidity to make the aforementioned acquisitions without affecting the Company’s solvency as evidenced by the Company’s separate interim financial statements as of March 31, 2024, duly filed, the independent accountant’s report and the report of the Audit Committee.
Number of outstanding shares:For information purposes, as approved by the Board of Directors on July 11, 2024, pursuant to the exercise of warrants in the period from May 17 to May 25, 2024, 2,556,880 ordinary shares were issued.880 ordinary shares of par value ARS 10, so that the number of shares issued amounts to 741,459,162 ordinary shares of par value ARS 10, and the Company’s capital stock amounts to ARS 7,414,591,620, leaving a total of 75,668,184 warrants unexercised.
Price to be paid for the shares:Up to a maximum of USD 11.00 (eleven US dollars) per GDS and up to a maximum value in pesos of ARS 1,550.00 (one thousand five hundred and fifty pesos) per share. The maximum price may be modified by the Board of Directors, and the National Securities Commission (“CNV”) and the markets must be informed.
Period within which the acquisitions will be carried out:up to 180 days, beginning the day after the date of publication of the information in the Daily Bulletin of the Buenos Aires Stock Exchange (“BCBA”), for the account and order of Bolsas y Mercados Argentinos S.A. (“BYMA”) in accordance with the delegation of powers set forth in Resolution No. 18,629 of the CNV, subject to any renewal or extension of the term, which will be informed to the investing public.
Origin of the Funds:The acquisitions will be made with realized and liquid profits pending distribution of the Company and/or with free or optional reserves. The Company has the necessary liquidity to make the aforementioned acquisitions without affecting the Company’s solvency as evidenced by the Company’s separate interim financial statements as of March 31, 2024, duly filed, the independent accountant’s report and the report of the Audit Committee.
Number of outstanding shares:For information purposes, as approved by the Board of Directors on July 11, 2024, pursuant to the exercise of warrants in the period from May 17 to May 25, 2024, 2,556,880 ordinary shares were issued.880 ordinary shares of par value ARS 10, so that the number of shares issued amounts to 741,459,162 ordinary shares of par value ARS 10, and the Company’s capital stock amounts to ARS 7,414,591,620, leaving a total of 75,668,184 warrants unexercised.
