Share buy-back

Kindred’s dividend policy is to generate a stable ordinary dividend in absolute GBP-denominated terms, paid in two equal tranches in the second and fourth quarter. In addition, Kindred will over time complement dividends with share buybacks.

The total pay-out of dividends and buybacks will be based on an assessment considering Kindred’s financial position, capital structure and future investments needs, including acquisition opportunities. The total pay-out ratio of dividends and buybacks should over time equal about 75 per cent of free cash flow. Free cash flow is defined as cash flow from operations excluding movements in customer balances, less cash flow from investment activities (including acquisitions) and payments for lease liabilities.

Share buy-back programme 2021

Kindred Group’s Board of Directors has decided to start exercising the buy-back mandate which was received at the EGM on 10 June 2021. The buy-back program will run between 26 July and 17 December 2021 and amounts to a total of up to SEK 600 million.

The Board of Directors of Kindred Group plc (“Kindred” or the “Company”) has, empowered by a mandate received at the Extraordinary General Meeting on 10 June 2021, decided to initiate a share buy-back programme. The purpose of the programme is to return excess cash to the shareholders in line with the Company’s distribution policy.

Kindred has entered into an irrevocable agreement with Nordea Bank Abp (“Nordea”) to conduct the share repurchases on its behalf. The acquisition of shares shall take place on Nasdaq Stockholm or other regulated markets and Nordea will make its trading decisions in relation to Kindred’s shares independently of, and without influence by, Kindred in accordance with the Maltese Companies Act, EU Market Abuse Regulation No 596/2014 (“MAR”) and the applicable rules of Nasdaq’s Nordic Main Market Rulebook for Issuers of Shares.

The buy-back programme decided by the Board of Directors shall meet the following terms:

• The maximum number of shares/SDRs that can be repurchased is 6,000,000. The Company’s holdings of its own shares/SDRs may not at any time exceed 10 per cent of the total outstanding shares.
• The total share repurchases under the program may not exceed SEK 600,000,000.
• Share repurchases are to be made on Nasdaq Stockholm in accordance with the Nasdaq Nordic Main Market Rulebook for Issuers of Shares and MAR.
• Share repurchases can be made from 26 July to 26 September 2021 and from 28 October to 17 December 2021
• The programme does not permit share repurchases being executed during the closed period ahead of the third quarter 2021 interim report publication.
• Share repurchases are to be made at a price per share within the recorded interval, i.e. the interval between the highest buying price and the lowest selling price.
• Share repurchases shall be spread out during the course of the buy-back program as much as reasonably possible, without limitation for Nordea to make its trading decisions concerning the timing of the purchases of the shares independently of the Company.  
• Payments for the shares/SDRs are to be made in cash.

Following repurchase, the intention of the Board is to cancel the repurchased shares/SDRs.

On 23 July 2021, the total number of outstanding shares/SDRs in the company is  230,126,200 and Kindred’s holding of own shares/SDRs is 2,834,839.

For more information about the buy-back programme and its progress, please see the table below:

Share buy-back programme 2020

26 February, 2021

Kindred Group’s Board of Directors has decided to start exercising the buy-back mandate which was received at the EGM in June 2020. The buy-back programme will run between 1 March and 30 April 2021 and amounts to a total of up to SEK 190 million.

The purpose of the programme is to return excess cash to the Company’s shareholders and permits share repurchases being executed during the closed period ahead of the first quarter interim report publication.

The acquisition of shares shall take place on Nasdaq Stockholm or other regulated markets and shall be managed by an investment firm or a credit institution which makes its trading decisions in relation to Kindred’s shares independently of, and without influence by, Kindred in accordance with the Maltese Companies Act, EU Market Abuse Regulation No 596/2014 (“MAR”), the EU Commission’s delegated Regulation No 2016/1052 (the "Safe Harbour Regulation") and the applicable rules of Nasdaq’s Nordic Main Market Rulebook for Issuers of Shares.

The buy-back programme decided by the Board of Directors shall meet the following terms:

• The maximum number of shares that can be repurchased is 2,000,000. The Company’s holdings of its own shares may not at any time exceed 10 per cent of the total outstanding shares.
• The total share repurchases under the program may not exceed SEK 190,000,000.
• Share repurchases are to be made on Nasdaq Stockholm in accordance with the Nasdaq Nordic Main Market Rulebook for Issuers of Shares, MAR and the Safe Harbour Regulation.
• Share repurchases can be made from 1 March to 30 April 2021.
• Share repurchases are to be made at a price per share within the recorded interval, i.e. the interval between the highest buying price and the lowest selling price .
• Payments for the shares are to be made in cash.

Following repurchase, the intention of the Board is to cancel the repurchased shares. The cancellation of shares requires approval by the annual general meeting and the Board of Directors intends to seek such approval at the annual general meeting in May 2021.

26 February 2020, the total number of outstanding shares in the company is 230,126,200 and Kindred’s holding of own shares is 2,971,358.

For more information about the buy-back programme and its progress and transactions, please see the press releases:

8 March, 2021 Repurchase of shares/SDRs in Kindred Group plc

15 March, 2021 Repurchase of shares/SDRs in Kindred Group plc

22 March, 2021 Repurchase of shares/SDRs in Kindred Group plc

29 March, 2021 Repurchase of shares/SDRs in Kindred Group plc

6 April, 2021 Repurchase of shares/SDRs in Kindred Group plc

12 April, 2021 Repurchase of shares/SDRs in Kindred Group plc

19 April, 2021 Repurchase of shares/SDRs in Kindred Group plc

26 April, 2021 Repurchase of shares/SDRs in Kindred Group plc

3 May, 2021 Repurchase of shares/SDRs in Kindred Group plc

Share buy-back programme 2018

16 May, 2018

The Board of Kindred Group plc has decided to start exercising the buy-back mandate which was received at the Annual General Meeting on 15 May 2018.

The authority received on 15 May 2018 was regarding the buy back of a maximum number of 23,012,620 GBP 0.000625 Ordinary Shares/SDR´s in the Company.

Acquisitions can be made as of 16 May 2018 until next year’s Annual General Meeting. However, no acquisitions will be made during a 30-day period prior to the publication of quarterly results.

Acquisitions of shares/SDRs may only take place on Nasdaq Stockholm at a price within the at each time prevailing price interval, being the interval between the highest buying price and the lowest selling price.

Notification of any purchases will continuously be made to the Nasdaq Stockholm.

The objective of the buyback is to achieve added value for the Company´s shareholders and to give the Board increased flexibility with the Company´s capital structure.

Following repurchase the intention of the Board is to either cancel, use as consideration for an acquisition or issue to employees under a Share Incentive programme.

Once repurchased under the Maltese Companies Act further shareholder approval will be required if the shares are to be cancelled.

If used in connection with an acquisition, the intention would be to issue the shares/SDR´s as consideration, and not to sell them first.

The total number of issued shares/SDRs in Kindred Group is 230,126,200 of which 2,267,446 shares/SDRs are held by the Company as a result of share buy back programmes in 2007, 2011 and 2016.

Kindred Group plc repurchase of own shares, transactions

Share buy-back programme 2016

The Board of Unibet Group plc decided on 22 September to start exercising the buy-back mandate which was received at the Annual General Meeting on 17 May 2016.

1. The maximum number of shares/SDR’s that may be so acquired is 23,011,704;
2. (b) the minimum price that may be paid for the shares/SDR’s is 1 SEK per share/SDR’s exclusive of tax;
3. The maximum price that may be paid for the shares/SDR’s is 200 SEK per share/SDR’s exclusive of tax;
4. The purchases may take place on multiple occasions and will be based on market terms, and
5. The authority conferred by this resolution shall expire on the date of the 2017 Annual General Meeting but not so as to prejudice the completion of a purchase contracted before that date on actual market price and terms and prevailing regulations.

Acquisitions can be made as of 22 September 2016 until next year’s Annual General Meeting. However no acquisitions will be made during a 30-day period prior to the publication of quarterly results.

Acquisitions of shares/SDRs may only take place on Nasdaq Stockholm at a price within the, at each time prevailing, price interval, being the interval between the highest buying price and the lowest selling price.

Notification of any purchases will continuously be made to the Nasdaq Stockholm.
The objective of the buyback is to achieve added value for the Company´s shareholders and to give the Board increased flexibility with the Company´s capital structure.
Following repurchase the intention of the Board is to either cancel, use as consideration for an acquisition or issue to employees under a Share Incentive programme.

Once repurchased under the Maltese Companies Act further shareholder approval will be required if the shares are to be cancelled.
If used in connection with an acquisition, the intention would be to issue the shares/SDR´s as consideration, and not to sell them first.
The total number of issued shares/SDRs in Unibet Group is 230,126,200 of which 381,144 shares/SDRs are held by the Company as a result of share buy-back programmes in 2007 and 2011.

Unibet Group plc Share Repurchase Program, initiated on 22 September 2016

Share buy-back programme 2011

The Board of Unibet Group plc decided on 10 August 2011 to start exercising the buy-back mandate which was received at the Annual General Meeting on 12 May 2011.

1. The maximum number of shares/SDR’s that may be so acquired is 2,825,80
2. The minimum price that may be paid for the shares/SDR is 1 SEK per share/SDR exclusive of tax;
3. The maximum price that may be so paid be 500 SEK per share/SDR and
4. The authority conferred by this resolution shall expire on the date of the 2012 Annual General Meeting but not so as to prejudice the completion of a purchase contracted before that date.
5. Acquisitions can be made as of 11 August 2011 until next year’s Annual General Meeting. However no acquisitions will be made during a 30-day period prior to the publication of quarterly results, including the date of release.

The acquisition of shares/SDR´s will take place on the NASDAQ OMX Nordic Exchange in Stockholm, and will be based on market terms, prevailing regulations and the capital situation at any given time. Notification of any purchases will continuously be made to the NASDAQ OMX Nordic Exchange in Stockholm.

The objective of the buyback is to achieve added value for the Company´s shareholders and to give the Board increased flexibility with the Company´s capital structure.

Following repurchase the intention of the Board is to either cancel, use as consideration for an acquisition or issue to employees under a Share Option programme.

Once repurchased under the Maltese Companies Act further shareholder approval will be required if the shares are to be cancelled.
If used in connection with an acquisition, the intention would be to issue the shares/SDR´s as consideration, and not to sell them first.

The total number of issued shares/SDRs in Unibet on 10 August 2011 was 28,258,038 of which 190,975 shares/SDRs was repurchased by the Company in 2007.

Unibet Group plc Repurchase of own shares transactions

Share buy-back programme 2007

The Board of Unibet Group plc decided in May 2007 to start exercising the buy-back mandate which was received at the Annual General Meeting on 25 April 2007. The authority received on 25 April was regarding the buy-back of GBP 0.005 Ordinary Shares/SDR´s in the Company until the next AGM in 2008.

The acquisition of shares/SDR´s took place on the Stockholm Stock Exchange, based on market terms, prevailing regulations and the capital situation at any given time. Notification of any purchases was continuously made to the Stockholm Stock Exchange.

The objective of the buyback is to achieve added value for the Company´s shareholders and to give the Board increased flexibility with the Company´s capital structure. Following repurchase the intention of the Board is to either cancel, use as consideration for an acquisition or issue to employees under a Share Option programme.

Once repurchased under the Maltese Companies Act further shareholder approval will be required if the shares are to be cancelled. If used in connection with an acquisition, the intention would be to issue the shares/SDR´s as consideration, and not to sell them first.

Unibet Group plc Repurchase of own shares transactions

Unibet Group plc Repurchase of own shares transactions