LONDON--(BUSINESS WIRE)--
HMS Hydraulic Machines & Systems Group plc
(the “Company”, and together with its subsidiaries, the “HMS Group”)
Resolutions of the Annual General Meetings of Shareholders
HMS Group (LSE: HMSG)(the “Group”), the leading pump and compressor manufacturer and provider of flow control solutions and related services in Russia and the CIS, today announces that the following resolutions have been approved by the Annual General Meeting of Shareholders held on June 19th, 2015:
1) Annual Report, Consolidated Financial of the Group and Standalone Financial Statements of the Company for the year ending 31 December 2014 have been adopted;
2) Mr. Kirill Molchanov and Mr. Yury Skrynnik have been re-elected as an Executive Directors;
3) Mr. Andreas Petrou has been re-elected as a Non-Executive Independent Director;
4) Deloitte Limited, Cyprus has been appointed as the Group’s auditors, while the Group’s Directors have been authorized to agree on the auditor’s remuneration;
5) Remuneration of the Company Directors, as per the Annual Report have been adopted;
6) The buyback program of the Company with respect to global depositary receipts on the conditions, determined by the Board of Directors at the meeting held on April 22, 2015, was approved by way of Special Resolution;
BUY-BACK PROGRAM
1. The Buyback period will be 1 year from 19 June 2015 through 19 June 2016;
2. Maximum number of GDRs (each representing one share in the share capital of the Company) which can be repurchased – 5% of the subscribed capital of HMS Group, including previously acquired and held at the time GDRs (Treasury shares):
| Number of securities | % share in the capital | ||||
| Subscribed capital of HMS Group | 117,163,427 | 100.00 | |||
| Maximum number of GDRs to be purchased | 5,858,171 | 5.00 | |||
| Treasury shares | 1,819,444 | 1.55 | |||
| Number of GDRs, HMS can purchase under the Buyback program | 4,038,727 | 3.45 | |||
3. GDRs will be repurchased at the prevailing market price at the date of such purchase and may not exceed 5% of an average market price for all market trades within 5 days prior to the acquisition;
4. Any purchase of GDRs will be conducted on the London Stock Exchange and/or on over-the-counter markets;
5. The Buyback will be carried out by the way of on-market purchases and all shareholders will be treated equally;
6. Purchases will be carried out by the Company with the assistance of Renaissance Capital or any other independent broker, determined by the Board of Directors;
7. The amount and timing of repurchases will be determined by HMS Group based on its evaluation of business opportunities, market and the Company’s financial conditions;
8. The Buyback program will end as soon as the total amount of acquired securities has reached the maximum amount specified (4,038,727 GDRs) or, if earlier, on 19 June 2016.
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HMS Group is the leading pump and compressor manufacturer, as well as provider of flow control solutions and related services to the oil and gas, nuclear and thermal power generation and water utilities sectors in Russia and the CIS. HMS Group’s products are mission-critical elements of projects across a diverse range of industries. It has participated in a number of large-scale infrastructure projects in Russia, including providing pumps and modular equipment to the Vankor oil field and pumping stations on recent trunk pipelines projects linking Russia’s core oil producing areas to export ports on the Pacific Ocean and Baltic Sea. HMS Group’s global depositary receipts (“GDRs”) are listed under the symbol “HMSG” on the London Stock Exchange.
For further information, please contact:
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Inna Kelekhsaeva |
Alexander Rybin |