Solar has decided to launch a share buy-back programme of up to DKK 50 million.
Background
The company's Executive and Supervisory Boards have registered the continued
declining valuation of the company during 2008. Based on this, Solar still
wants to purchase own shares through the launch of a new limited share buy-back
programme. The company has a significant financial strength combined with a
strong cash flow, which makes it possible to continue the acquisition strategy
that was launched in the middle of 2006 and has lead to several acquisitions in
the subsequent period - an intention and a possibility that will not be
affected by the share buy-back programme in any way.
Share buy-back
Within the scope of the authority given at the Annual General Meeting on 13
April 2007, Solar's Supervisory Board has decided to repurchase own shares.
The share buy-back programme is to be exercised in the period from 11 March
2008 to 10 April 2008 and will be limited to a maximum total market value of
DKK 50 million. The share buy-back programme will be structured in compliance
with the rules of Commission Regulation No. 2273/2003 of 22 December 2003, the
so-called “Safe Harbour” method, which ensures that the company is protected
against violation of insider legislation in connection with share buy-backs.
Terms of the buy-back
Solar has entered into a contract with Nordea Bank Denmark A/S as financial
advisor and lead manager of the share buy-back programme. Nordea will purchase
shares on behalf of Solar A/S and make trading decisions independently of and
without any influence by Solar.
During the life of the share buy-back programme, Solar is entitled to stop the
share buy-back in the event that significant changes are recorded in the
company's financial affairs or in the market. If Solar decides to stop the
share buy-back programme, Solar will announce this to the public. Within the
scope of the programme, Nordea will consequently no longer be entitled to
purchase shares on behalf of Solar.
The share buy-back programme is subject to the following terms:
• The share buy-back programme will be limited to a maximum total market value
of DKK 50 million and the maximum number of shares to be purchased is 112,000,
equivalent to 1.5% of the share capital.
• On a daily market session, a maximum of 25% of the average volume of shares
in Solar traded on the OMX Nordic Exchange Copenhagen A/S during the latest 20
days before the trading day on OMX Nordic Exchange Copenhagen A/S can be
purchased.
• During the life of the share buy-back programme, no shares will be purchased
at a price exceeding the higher of the price of the last independent trade and
the highest current independent bid on the OMX Nordic Exchange Copenhagen
A/S.
The reporting duties will be performed according to legislation and the rules
of the OMX Nordic Exchange Copenhagen A/S.
Before the initiation of the share buy-back programme Solar's holding of own
shares is 373,420 shares, equivalent to 5.1% of the total share capital and
2.4% of the votes.
Yours faithfully,
SOLAR A/S
Flemming H. Tomdrup
