Announcement pursuant to Section 7 Para. 2 and 4 Austrian Publication Ordinance 2002 (“VeröffentlV”)
Announcement within the context of the transaction relating to the sale of own (treasury) shares pursuant to Section 7 Para. 2 VeröffentlV
Management Board Team Makes Long-Term Investment in Wolford Shares
Vienna, Bregenz, January 26, 2016. Wolford AG, which is listed on the Vienna Stock Exchange, sold a total of 11,860 of its own ordinary bearer shares on January 22, 2016 at a selling price of EUR 21.08 per share within the context of its Long Term Incentive Program for the members of the Management Board. These shares were acquired by Ashish Sensarma, CEO, and Axel Dreher, COO/CFO, on January 22, 2016, and will be held until April 30, 2018 in accordance with the stipulated retention period. Accordingly, Wolford still has a total of 88,140 own (treasury) shares in its possession. Further sales of own shares within the context of the intended sale of own shares as stipulated in the announcement made by Wolford Aktiengesellschaft on January 18, 2016 pursuant to Section 5 VeröffentlV will not take place. The total value of the shares which were sold amounted to EUR 250,000. The purchase and sale of the shares took place over-the-counter.
In order to create an additional incentive for the Members of the Management Board to sustainably contribute to the success of the Wolford Group on the basis of their performance, the company has granted the members of the Management Board a long term bonus (i.e. long term incentive) for the 2015/16, 2016/17 and 2017/18 financial years in the form of stock appreciation rights. In this way, the total remuneration of the Management Board team will be closely tied to the earnings and share price development of the Company.
Within the context of this Long Term Incentive Program, both members of the Management Board have now made substantial own investments in shares of Wolford AG, acquiring a total of 11,860 shares in the company. The weighted average value of the share amounts to EUR 21.08 per share. In order to underline the close ties to the Wolford Group and the long term nature of these investments, the Management Board team is also committed to holding these shares at least until and including April 30, 2018. The purchase price, determined in line with the Report of the Supervisory Board to the Annual General Meeting held on September 17, 2015, corresponded to the average share price during the period December 10, 2014 to April 30, 2015.
In accordance with the objectives of the Long Term Incentive Program, the Management Board of the Wolford Group is committed to a sustainably oriented corporate development. With this in mind, the Management Board team resolutely continued the transformation process at Wolford over the past months, implementing the core restructuring measures and thus creating a good basis for sustainably profitable growth of the Wolford Group in the coming years.
Announcement on the sale of own (treasury) shares – Wolford Aktiengesellschaft fulfills any disclosure requirements pursuant to the Austrian Stock Exchange Act (BörseG) and the Austrian Publication Regulation 2002 (VeröffentlV) – inasmuch as this is legally permissible – by publishing relevant information which is publicly accessible on a Website on the Internet, namely its own Website (http://company.wolford.com).
Announcement pursuant to Section 7 Para. 4 Austrian Publication Regulation 2002 (VeröffentlV) – In light of the fact that no further sales of own shares will take place within the context of the intended sale of own Wolford shares announced on January 18, 2016, the announcement made above also fulfils the disclosure requirements stipulated in Section 7 Para. 4 Austrian Publication Regulation 2002.
Value of the shares sold (Section 7 Para. 2 (4) VeröffentlV) – EUR 250,000- (11,860 shares multiplied by EUR 21.08 per share).