April 30, 2019 at 1:37 AM EDT

Company Announcement No. 745

The Board of Directors of DSV has decided to exercise the authority to buy back shares granted by the Annual General Meeting on 15 March 2019. The authority is valid until 15 March 2024 and covers a maximum of 18,600,000 shares, none of which have been exercised before the launch of this share buyback programme.

The purpose of the share buyback is to adjust the capital structure and meet obligations relating to the Group’s share-based incentive programmes. At the Annual General Meeting of DSV, a resolution will be proposed that any shares not used for hedging or the incentive programmes be cancelled.

Time frame
The share buyback programme will run from 30 April 2019 to 8 November 2019 at the latest, both days inclusive. During this period, DSV will buy its own shares up to maximum of DKK 3,500 million in accord­ance with Regulation No. 596/2014 of the European Parliament and Council of 16 April 2014 (MAR) and Commission Delegated Regulation (EU) 2016/1052, also referred to as the Safe Harbour rules.

Buyback terms

 •     DSV is required to retain a lead manager who is to make its own trading decisions independently of and without influence from DSV and execute the buyback within the announced limits. DSV has retained Danske Bank A/S as its lead manager for the share buyback.

 •     Under the share buyback programme, DSV may repurchase shares to an aggregate purchase price of maximum DKK 3,500 million, and no more than 10,000,000 shares, corresponding to 5.38% of the current share capital of DSV A/S, may be purchased.

 •     No shares may be bought back at a price exceeding the higher of (i) the share price of the latest independent trade and (ii) the highest current independent bid at Nasdaq Copenhagen at the time of trading in compliance with the authority.

 •     The maximum number of DSV shares that may be purchased on each business day may not exceed 25% of the average daily trading volume of DSV shares on Nasdaq Copenhagen over the last 20 trading days prior to the date of purchase.

A company announcement of any transactions under the programme will be published every Monday throughout the duration of the programme.

Any questions may be addressed to Executive Vice President, Investor Relations, Flemming Ole Nielsen, tel. +45 43 20 33 92.

Yours sincerely,