ISS initiates DKK 1 billion share buyback programme

Company Announcement

Copenhagen, 22 February 2024
No. 4/2023

ISS A/S, a leading workplace experience and facility management company, today in connection with Company Announcement no. 2/2024 announces that the Board of Directors has decided to initiate a share buyback programme, under which ISS will buy back own shares for a maximum consideration of DKK 1 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 will be launched on 22 February 2024 and will complete no later than 19 February 2025. The share buyback is expected to be completed in two separate tranches. The first tranche of up to DKK 500 million will commence 22 February 2024 and complete no later than 9 August 2023. The second tranche to reach the total amount of up to DKK 1 billion is expected to commence upon conclusion of the first tranche and complete 19 February 2025 at the latest. ISS has appointed Nordea as lead manager of the first tranche to execute the share buyback programme independently and without influence from ISS.

The programme will be implemented under the following framework:

• The maximum total consideration for shares bought back in the period of the programme is DKK 1 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.

For investor enquiries
Jacob Johansen, Head of Group Investor Relations, +45 21 69 35 91
Kristian Tankred, Senior Investor Relations Manager, +45 30 67 35 25

For media enquiries
Charlotte Holm, Head of External Communication, +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