HMS Group: Resolutions of AGM

HMS Group (HMSG) 
HMS Group: Resolutions of AGM 
 
24-Jun-2019 / 12:55 MSK 
Dissemination of a Regulatory Announcement that contains inside information 
according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. 
The issuer is solely responsible for the content of this announcement. 
 
HMS Hydraulic Machines & Systems Group plc 
(the "Company", and together with its subsidiaries, the "HMS Group") 
 
Moscow, Russia 
 
June 24, 2019 
 
Resolutions of the Annual General Meetings of Shareholders 
 
Moscow, Russia - HMS Hydraulic Machines & Systems Group PLC (LSE: HMSG) 
today announces that the following resolutions have been approved by the 
Annual General Meeting of Shareholders held on June 21, 2019: 
 
  1) Annual Report, Consolidated Financial of the Group and Standalone 
  Financial Statements of the Company for the year ending December 31, 2018 
  have been adopted; 
 
  2) Mr. Nikolay Yamburenko has been re-elected as a Non-Executive Director; 
 
  3) Mr. Artem Molchanov has been re-elected as an Executive Director; 
 
  4) Mr. Vyacheslav Tsoy has been elected as a Non-Executive Director; 
 
  5) 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; 
 
  6) The payment of dividends in relation to the financial year ended 
  December 31, 2018 in the total amount of Rub 9.81 per ordinary share, 
  which includes the interim dividends of Rub 3.84 per ordinary share paid 
  in accordance with the Directors' resolution dated December 6, 2018, and a 
  final dividend for 2018 of Rub 5.97 per one ordinary share. The final 
  dividend distribution for 2018 of Rub 5.97 per one ordinary share, 
  amounting to total final dividend of Rub 699,465,659.19, have been 
  adopted. The record date on June 14, 2019 and the Payment date on July 1, 
  2019 for the purposes of dividend distribution have been adopted; 
 
  7) The prolongation of 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 24, 2019, has been approved by the 
  way of the Special Resolution; 
 
BUY-BACK PROGRAM 
 
  1) The Buyback period will be 1 year from June 21, 2019 if the program 
  will be approved at the AGM, i.e. from June 21, 2019 through June 21, 
  2020; 
 
  2) Maximum number of GDRs (each representing five ordinary shares in the 
  share capital of the Company) which can be repurchased - 6 (six) percent 
  of the subscribed capital of the Company, including previously acquired 
  and held at the time GDRs (Treasury shares): 
 
                   Number of      % share in the Number of GDRs 
                   shares/underly capital 
                   ing shares 
 
                                                 (1 GDR = 5 
                                                 shares) 
Subscribed capital 117,163,427    100.00         - 
of the Company 
(ordinary shares) 
Maximum number of  7,029,805      6.00           1,405,961 
shares/GDRs to be 
purchased 
Treasury           6,021,410      5.14           1,204,282 
shares/GDRs 
Number of          1,008,395      0.86           201,679 
shares/GDRs, HMS 
can purchase under 
the Buyback 
program 
 
3) GDRs will be repurchased at the prevailing market price at the date of 
such purchase; due to large spreads for purchase/sale, as well as to the 
practice of issuing to the broker of irrevocable orders for the "quiet 
periods", the purchase price may differ significantly from the price of 
the previous transaction. 
 
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 after the approval of the Buyback (if obtained) at the 
AGM; 
 
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, and according to market practices; 
 
8) The Buyback program will end as soon as the total amount of acquired 
securities has reached the maximum amount specified (1,405,961 GDRs) or, 
if earlier, on 21 June 2020. 
 
Contacts: 
 
Inna Kelekhsaeva, Deputy Head of Capital markets, on telephone: +7 (495) 
730-6601, or email: [e-mail] 
 
Alexander Rybin, Head of Capital markets, on telephone: [phone], 
or email: [e-mail] 
 
About HMS Group 
 
HMS Group is the leading pump and compressor manufacturer, as well as the 
provider of flow control solutions and related services for the oil and gas, 
petrochemistry, nuclear and thermal power generation, water and wastewater 
sectors in Russia and the CIS headquartered in Moscow, Russia. HMS Group's 
products are mission-critical elements of projects across a diverse range of 
industries. HMS has a listing on the London Stock Exchange in the form of 
global depositary receipts (LSE: HMSG). 
 
Press Release Information Accuracy Disclaimer 
 
Information published in press releases was accurate at the time of 
publication but may be superseded by subsequent releases or other 
information. 
 
ISIN:           US40425X4079 
Category Code:  RAG 
TIDM:           HMSG 
LEI Code:       254900DDFETNLASV8M53 
OAM Categories: 2.2. Inside information 
                2.3. Major shareholding notifications 
                3.1. Additional regulated information required to be 
                disclosed under the laws of a Member State 
Sequence No.:   11132 
EQS News ID:    829539 
 
End of Announcement EQS News Service 
 
 

(END) Dow Jones Newswires

June 24, 2019 05:56 ET (09:56 GMT)