ISS increases share buyback programme by DKK 250 million

Company Announcement

Copenhagen, 13 August 2024
No. 39/2024

ISS increases share buyback programme by DKK 250 million

ISS A/S, a leading workplace experience and facility management company, today in connection with Company Announcement no. 38/2024 announces that the Board of Directors has decided to increase the current share buyback programme by DKK 250 million. Under the programme, ISS will therefore buy back own shares for a maximum consideration of DKK 1.25 billion over a 12-month period from 22 February 2024 to 19 February 2025 at the latest, both days inclusive.

Through the programme, ISS wishes to redistribute excess cash to shareholders. The purpose of the share buy-back programme is to (i) reduce the share capital and (ii) meet obligations arising from ISS’ share-based incentive programmes.

The share buyback programme is based on an authorisation to acquire treasury shares granted to the Board of Directors by the Annual General Meeting allowing for acquisition of treasury shares with a total nominal value of up to 10% of ISS’ share capital.

The share buyback programme is implemented in accordance with Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 (the "Market Abuse Regulation”) and the Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016, also referred to as the Safe Harbour Regulation.

The share buyback programme was launched on 22 February 2024 and the first tranche of approx. DKK 500 million was completed on 9 August 2024, see Company Announcement 37/2024. The second tranche of up to DKK 750 million commences today and completes 19 February 2025 at the latest. ISS has appointed Danske Bank as lead manager of the second tranche to execute the share buyback programme independently and without influence from ISS.

The programme is implemented under the following framework:

• The maximum total consideration for shares bought back in the period of the programme is DKK 1.25 billion.
• The maximum number of shares that may be acquired under the programme is DKK 18 million.
• The maximum number of shares that may be bought in one single trading day will be the equivalent to no more than 25% of the average daily volume of ISS’ shares traded on Nasdaq Copenhagen during the preceding 20 trading days.
• The purchase price paid in connection with acquisition of treasury shares must not deviate by more than 10% from the price quoted on Nasdaq Copenhagen at the time of acquisition. The shares may not be bought at a price exceeding the higher of: (i) the share price of the last independent transaction on the trading venue where the purchase is carried out and (ii) the highest independent purchase bid on the trading venue where the purchase is carried out.
• ISS may suspend or terminate the programme at any time. Such decision will be disclosed in a company announcement.
• On a weekly basis ISS will issue an announcement in respect of transactions made under the programme.

In addition, it is expected that ISS A/S will purchase shares from ISS A/S’ major shareholder, KIRKBI INVEST A/S ("KIRKBI”), as KIRKBI has indicated an intention to sell to ISS A/S an aggregate pro rata number of shares of ISS A/S in order to maintain its 17% ownership percentage that KIRKBI had before the share buyback programme was initiated in February 2024. The share buyback from KIRKBI is expected to occur during 2024 at market price following the announcement of ISS A/S’ half year financial results and ISS A/S’ Q3 financial results, as applicable. In aggregate, the second tranche of the share buyback programme and the shares to be repurchased from KIRKBI are expected to amount to an aggregate consideration of DKK 750 million.

For investor enquiries
Michael Vitfell-Rasmussen, Head of Group Investor Relations, +45 53 53 87 25

For media enquiries
Charlotte Holm, Head of External Communications, +45 41 76 19 89

About ISS

ISS is a leading, global provider of workplace and facility service solutions. In partnership with customers, ISS drives the engagement and well-being of people, minimises the impact on the environment, and protects and maintains property. ISS brings all of this to life through a unique combination of data, insight and service excellence at offices, factories, airports, hospitals and other locations across the globe. ISS has more than 350,000 employees around the globe, who we call "placemakers”. In 2023, Group revenue was DKK 78.7 billion. For more information on the ISS Group, visit www.issworld.com.

ISS A/S, ISIN DK0060542181, ISIN US4651472056, ISS Global A/S, ISIN XS2013618421, ISIN XS1145526825, ISIN XS1673102734, ISS Finance B.V., ISIN XS2199343513

Attachment

• ISS Announcement - Share buyback