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Cash Returns to Shareholders

Share Buy-Back

On 6 February 2019, the Company announced its intention to buy back shares worth DKK 4.5bn over a 12-month period. The buy-back programme would be split into two tranches of approximately six months each. The first DKK 2.5bn share buy-back programme, which was initiated on 6 February, was finalised on 7 August. Under this first tranche, the Company bought 2,894,057 shares at a value of DKK 2,499,986,385.

On 15 August, the Group initiated the second tranche of the share buy-back programme at a value of DKK 2.0bn with a maximum of 12 million Carlsberg B shares.

The programme is executed in accordance with Article 5 of Regulation No 596/2014 of the European Parliament and Council of 16 April 2014 (MAR) and the Commission Delegated Regulation (EU) 2016/1052, also referred to as the Safe Harbour Regulation. Carlsberg is entitled to suspend or terminate the programme at any time. Any such decision will be disclosed to the public by a Company announcement.

The purpose of the programme is to reduce the Company's share capital and meet obligations relating to the Group’s share-based incentive programmes. At the Annual General Meeting in 2020, the Supervisory Board intends to propose that shares not used for hedging of the incentive programmes be cancelled.

The Carlsberg Foundation participates pro rata to the shares purchased in the programme at its holdings on 6 February 2019 of 30.33% of the total amount of shares in Carlsberg. The Foundation transfers shares on a weekly basis at a price equal to the volume-weighted average weekly share price of B shares bought back by Carlsberg under the share buy-back programme. The price shall not deviate by more than 10% from the price quoted on Nasdaq Copenhagen at the time of the acquisition.

The Carlsberg Group has appointed Nordea Danmark, filial af Nordea Bank Abp, Finland (“Nordea”), as lead manager to execute the programme independently and without influence from Carlsberg, as required by the Safe Harbour Regulation. Under the agreement, Nordea will repurchase B shares during the trading period, which runs from 15 August 2019 to 30 January 2020. The maximum number of shares that may be repurchased on a single business day is 25% of the average daily trading volume of Carlsberg B shares over the preceding 20 trading days prior to the date of purchase at the trading venue on which the purchase is carried out. The Group will disclose the transactions under the share buy-back programme at least once every seven trading days.

The weekly share buy-back announcements can be found here.