Technip Energies Announces Launch of Share Buy-Back Program
Technip Energies
Announces Launch
of Share
Buy-Back Program
February 29, 2024
Technip Energies
(PARIS:TE) (the
“Company”), a leading Engineering & Technology
company for the Energy Transition, today announces the launch of a
share buy-back program of up to €100 million (the “Share
Buy-back Program”), with up to €70 million to be used to
purchase common shares for cancellation and up to €30 million to be
used to fulfill the Company's obligations under equity compensation
plans. The maximum number of shares that can be acquired under the
Share Buy-back Program is 5 million shares. The Share Buy-back
Program is to be carried out until December 31, 2024.
The Share Buy-back Program was decided by the
Company’s Board of Directors and will be implemented in accordance
with the provisions of article 5 of the Market Abuse Regulation
(EU) 596/2014 and Commission Delegated Regulation (EU)
2016/1052.
The Share Buy-back Program will be carried out
pursuant to the authorization to repurchase shares granted by the
Company’s shareholders at the 2023 Annual General Meeting
(“AGM”) on May 10, 2023. The shareholders
resolution authorized the Company to acquire during a period of 18
months up to 10% of the Company’s issued share capital at prices
ranging from the nominal value of the shares up to 110% of the
market price of the shares, for purposes of, amongst other topics,
the return of capital to shareholders, to carry out repurchases
under the Company’s share liquidity program, and/or, to the extent
such authorization is required, to fulfil the Company's obligations
under its equity compensation plans.
The Company intends to propose to the Company's
shareholders at the 2024 AGM to renew the repurchase authorization.
The proposed 2024 authorization will provide for the same terms as
the 2023 AGM repurchase authorization (i.e. validity of 18 months,
for the same purposes, with a 10% of the share capital limit for
repurchases). Following renewal of the repurchase authorization,
share repurchases under the Share Buy-back Program will be carried
out pursuant to the authorization granted at the 2024 AGM. If the
repurchase authorization is not renewed, the Share Buy-back Program
will continue under the 2023 AGM repurchase authorization until
November 9, 2024.
On February 28, 2024, the Company held
approximately 4.4 million treasury shares, representing
approximately 2.5 percent of its issued share capital. Such shares
are currently being held for purposes of fulfilling the Company's
obligations under its equity compensation plans.
The Company will appoint a broker to execute the
Share Buy-back Program in accordance with all applicable
regulations. The broker will make decisions relating to the
repurchase of Company shares independently, including with respect
to the timing of any repurchases, and all repurchases effected will
be in compliance with daily limits on prices and volumes.
The price paid for any share repurchased
pursuant to the Share Buy-back Program will be subject to a maximum
amount equal to the greater of (i) the price of the last
independent trade and (ii) the highest current independent purchase
bid on the regulated market of Euronext Paris. It will be subject
to all other terms and conditions that may be agreed with the
broker.
The actual timing, number and value of Company
shares repurchased under the Share Buy-back Program will depend on
a number of factors, including market conditions, general business
conditions and applicable legal requirements. The €100 million
allocated to the Share Buy-back Program does not include amounts to
cover ancillary costs. The Company is not obligated to carry out
the Share Buy-back Program, and, if commenced, the Share Buy-back
Program may be suspended or discontinued at any time, for any
reason and without previous notice, in accordance with applicable
laws and regulations. All repurchased shares will be held as
treasury stock unless cancelled.
The Company will issue the required press
releases that will disclose the share repurchases effected pursuant
to the Share Buy-back Program, as required by applicable laws and
regulations, and will make the necessary regulatory filings. The
press releases and the transactions carried out will also be
published on the Company's website at
https://investors.technipenergies.com/financial-information/notice-trading-own-shares.
The costs that the Company may incur in connection with the
repurchase of the shares pursuant to the Share Buy-back Program
will depend on the price and the terms on which actual purchases
are made.
About Technip Energies
Technip Energies is a leading Engineering &
Technology company for the energy transition, with leadership
positions in LNG, hydrogen and ethylene as well as growing market
positions in blue and green hydrogen, sustainable chemistry and CO2
management. The Company benefits from its robust project delivery
model supported by an extensive technology, products and services
offering.
Operating in 34 countries, our 15,000 people are
fully committed to bringing our clients’ innovative projects to
life, breaking boundaries to accelerate the energy transition for a
better tomorrow.
Technip Energies shares are listed on Euronext
Paris. In addition, Technip Energies has a Level 1 sponsored
American Depositary Receipts (“ADR”) program, with its ADRs trading
over-the-counter. For further information:
www.ten.com.
Forward-Looking Statement
This Press Release contains forward-looking
statements that reflect Technip Energies’ (the “Company”)
intentions, beliefs or current expectations and projections about
the Company's future results of operations, anticipated revenues,
earnings, cashflows, financial condition, liquidity, performance,
prospects, anticipated growth, strategies and opportunities and the
markets in which the Company operates. Forward-looking statements
are often identified by the words “believe”, “expect”,
“anticipate”, “plan”, “intend”, “foresee”, “should”, “would”,
“could”, “may”, “estimate”, “outlook”, and similar expressions,
including the negative thereof. The absence of these words,
however, does not mean that the statements are not forward-looking.
These forward-looking statements are based on the Company’s current
expectations, beliefs and assumptions concerning future
developments and business conditions and their potential effect on
the Company. While the Company believes that these forward-looking
statements are reasonable as and when made, there can be no
assurance that future developments affecting the Company will be
those that the Company anticipates.
All of the Company’s forward-looking statements
involve risks and uncertainties, some of which are significant or
beyond the Company’s control, and assumptions that could cause
actual results to differ materially from the Company’s historical
experience and the Company’s present expectations or projections.
Should one or more of these risks or uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may
vary materially from those set forth in the forward-looking
statements.
For information regarding known material factors
that could cause actual results to differ from projected results,
please see the Company’s risk factors set forth in the Company’s
2022 Annual Financial report filed on March 10, 2023, with the
Dutch Authority for the Financial Markets (AFM) and the French
Autorité des Marchés Financiers which include a discussion
of factors that could affect the Company's future performance and
the markets in which the Company operates. Please also see Section
1.3 (Principal Risks and Uncertainties) of the Company's 2023
Half-Year Report which was filed with the AFM and the AMF on July
27, 2023.
Forward-looking statements involve inherent
risks and uncertainties and speak only as of the date they are
made. The Company undertakes no duty to and will not necessarily
update any of the forward-looking statements in light of new
information or future events, except to the extent required by
applicable law.
Regulated information
This press release contains inside information within the
meaning of Article 7(1) of the EU Market Abuse Regulation.
Contacts
Investor Relations
Philip Lindsay
Vice-President Investors Relations
+44 203 429 3929
Phillip Lindsay
Media Relations
Jason Hyonne
Press Relations & Social Media Lead
+33 1 47 78 22 89
Jason Hyonne
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