29.05.2000 |
Conversion of the share capital into EURO The share capital of the company is to be converted from the current ATS 1,497,222,600 to EUR 119,777,808. It will be divided into 119,777,808 individual shares without a nominal value. For a current bearer share with a nominal value of ATS 100, after capital adjustment, the holder will receive 8 bearer shares without a nominal value.
Agreed capital amounting to EUR 50,000,000 The Management Board is to be empowered to increase the share capital of the Company to a maximum or EUR 50,000,000 with the agreement of the Supervisory Board, This is to create possibilities for capital measures, including exclusion of rights options.
Calling in the remaining participation capital representing a nominal ATS 1,626,400 After two swap offers in October 1999 and May 2000, of the original holders of a nominal ATS 41,978.200, holders of a nominal ATS 40,351.800 have swapped their shares for ordinary bearer shares. The two offers did not call for any additional payment for the swap. It will be proposed to the General Meeting that the residual nominal ATS 1,626,400 in participation certificates should be exchanged for cash. The cash equivalent will be determined by the average stock exchange price of the participation certificates just before the decision is made to call them in. The profit share amounting to 16% will still be distributed.
Empowerment to purchase own shares The Company is to be empowered to acquire a maximum of 11,977,780 individual UNIQA Versicherungen AG shares by 20th December 2001. Since last year it has become the custom for listed companies to utilize the opportunity provided by the Stock Repurchase Act as a strategic option for possible improvement of the capital structure. The price band for the repurchase should be set between EUR 5 and EUR 15 (EUR 40 and EUR 120 respectively before the EURO conversion). The share repurchase is subject to detailed regulations concerning publication. In principle the shares should be sold either via the stock exchange or via a public offer. There should also be possibilities for selling the shares in other ways.
Vienna, 29. May 2000