December 14, 2017
The Board of Directors of Amadeus IT Group S.A has today agreed to undertake a share buy-back programme for a maximum value of 1,000 million and which under no circumstances shall exceed the acquisition of 25,000,000 shares, representing 5.69% of the share capital of the Company.
The programme, the objective of which is to reduce the share capital of the company through the redemption of shares, will be executed in two tranches, subject to the prior agreement to be granted by the Ordinary General Shareholders’ Meeting to take place after the closing of each of the respective tranches.
The tranches will be executed as follows:
Tranch 1: Up to €500 million (non-cancellable), 15 months term (from 1st January 2018 to 31st March 2019), with a compulsory minimum purchase period of 9 months.
Tranch 2: Up to €500 million (cancellable if the circumstances so required, at company’s discretion), 12 months term (from 1st April 2019 to 31st March 2020).
The maximum execution period of the programme will be 27 months (from 1st January 2018 to 31st March 2020), without considering potential suspension periods.
The shares will be purchased at the market price in accordance with the price and volume requirements set forth in Article 3 of the Commission Delegated Regulation (EU) 2016/1052 of 8 of March.
The financial entity acting as agent on behalf of the company for the execution of the buy-back programme will receive an irrevocable mandate to purchase shares and will make its purchasing decisions independently and without influence from Amadeus.
Interim dividend 2017
The Board of Directors has also agreed to extend the current dividend policy to the period of 2017, which consists on a pay-out ratio of between 40% and 50% of the Reported profit for the year. In particular, the Board is proposing a 50% pay-out ratio for the year 2017 (maximum percentage within the approved range).
According to this, the Board has approved the distribution of an interim gross dividend from the profit for fiscal year 2017 of a fixed amount of €0.48 per share. The payment of the interim dividend will be made effective on January 31, 2018 (payment date).
Appointment and reelection of Directors
The Board has accepted Mr. Stuart McAlpine’s resignation, for personal reasons, as director of the company, effective 14 December 2017. To cover the vacancy created by the resignation of Mr. McAlpine, upon proposal from the Nominations and Remuneration Committee, the Board of Directors has appointed Mrs. Pilar García Ceballos-Zúñiga, effective 15th December 2017, by co-optation method, as independent director.
Mrs. Pilar García has performed her professional career working at IBM since 1984, in the area of technology innovation, serving as Executive Vice-President of IBM Global Digital Sales Services, Cloud & Security, until 2016.