EANS-News: ANDRITZ AG / Publication of the resolution by the Executive Board and the Supervisory Board to use a buy-back authorization

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Buybacks

Graz (euro adhoc) - 1. Date of resolution of authorization by the
Annual General Meeting of Shareholders: March 22, 2013

2. Date and method of publication of the resolution: March 26, 2013,
euro adhoc

3. Start and probable duration of the buy-back program: November 6,
2013 until March 31, 2016

4. Type of shares to which the buy-back program pertains: no-par
value shares of ANDRITZ AG, issued to bearer

5. Planned volume (number of shares) of the buy-back: up to 10% of
the capital stock of ANDRITZ AG, including shares purchased
previously by the Company

6. Lowest price: amount represented by each share in the capital
stock. Highest price: The highest price per share must not exceed
the average unweighted closing price over the ten preceding
trading days by more than 10%.

7. Method and purpose of buy-back of own shares, in particular
whether the buy-back is to be carried out via the stock exchange
and/or outside the stock exchange, whether a take-over offer will
be made in the course of the buy-back, whether the shares will be
cancelled or possibly re-sold or whether they are to be used for
the purpose of an employee participation scheme: Buy-back of
ANDRITZ shares under this buy-back program will be handled via the
Vienna Stock Exchange. No take-over offer will be made in
conjunction with the buy-back. The purpose of the buy-back is to
improve the supply and demand for ANDRITZ shares on the Vienna
Stock Exchange, with the company being barred from trading its own
shares for profit-making. Shares will not be cancelled in
conjunction with this buy-back program. The Company reserves the
right to use any of its own shares bought back also for a share
option program for the benefit of its employees, senior managers,
and members of the Executive Board and the Supervisory Board of
the Company or of an affiliated company. In this case, the issuer
will make publicly known - without any delay - the number and
distribution of the share options to be granted in accordance with
sec. 6, para. 1, Publication Regulation. In addition, the company
reserves the right to use purchased own shares as a consideration
in the acquisition of companies, businesses, business units, or
shares in companies. The Company reserves the right to re-sell
purchased own shares via the Vienna Stock Exchange.

8. Possible effects of the buy-back program on the admission of the
issuer's shares to the Stock Exchange: none

9. Number and allocation of the share options to be granted or
already granted to employees, senior managers, and the individual
members of the Boards of the Company or of an affiliated company,
indicating the number of subscribable shares in each case, if the
issuer intends to grant share options within the time period
stipulated by sec. 65 para. 1 sub-para. 8 AktG or has previously
granted share options (all figures were adapted to the share
splits carried out in 2007 and 2012):

60 executives and five members of the Executive Board participated in
the 2006 share option program adopted in May 2006. Under this
program, which ended on April 30, 2010, a total of 1,888,000 options
were granted of which 1,704,000 were exercised and thus 1,704,000
shares were purchased.

75 executives and five members of the Executive Board participated in
the 2008 share option program adopted in May 2008. Under this
program, which ended on April 30, 2012, a total of 2,200,000 options
were granted of which 2,092,000 were exercised and thus 2,092,000
shares were purchased.

In May 2010, 107 executives of the ANDRITZ GROUP and the Executive
Board members of ANDRITZ AG were offered the opportunity to
participate in a stock option program (2010 share option program).
Option rights were granted to executives to buy 12,000, 20,000,
30,000 or 40,000 shares (depending on the executive level), to each
Executive Board member to buy 80,000, and to the CEO to buy 100,000
shares of ANDRITZ AG; participation required a minimum investment of
EUR 20,000 for each executive, and EUR 40,000 for each Executive
Board member in ANDRITZ shares from own funds. The exercise price (=
EUR 23.18) is the average unweighted closing price of ANDRITZ shares
during the four calendar weeks following the 103rd Annual General
Meeting on March 26, 2010. A total of 73 executives and five members
of the Executive Board participated in the share option program. The
total number of stock options held by the participants is 2,066,000
of which 1,314,500 were already exercised and thus 1,314,500 shares
were purchased.

In May 2012, 90 executives of the ANDRITZ GROUP and the Executive
Board members of ANDRITZ AG were offered the opportunity to
participate in a stock option program (2012 share option program).
Option rights were granted to executives to buy 12,000, 20,000,
30,000 or 40,000 shares (depending on the executive level), to each
Executive Board member to buy 80,000, and to the CEO to buy 100,000
shares of ANDRITZ AG; participation required an investment of EUR
20,000 for each executive and EUR 40,000 for each Executive Board
member in ANDRITZ shares from own funds. The exercise price (= EUR
37.15) is the average unweighted closing price of ANDRITZ shares
during the four calendar weeks following the 105th Annual General
Meeting on March 22, 2012. A total of 77 executives and five members
of the Executive Board participated in the share option program. The
total number of stock options held by the participants is 2,146,000.

10. Modifications and the transactions carried out will be published
exclusively via the ANDRITZ AG web site (www.andritz.com).

Graz-Andritz, November 2013
The Executive Board

Further inquiry note:
Dr. Michael Buchbauer
Head of Group Treasury, Corporate Communications & Investor Relations
Tel.: +43 316 6902 2979
Fax: +43 316 6902 465
mailto:michael.buchbauer@andritz.com

end of announcement euro adhoc
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company: Andritz AG
Stattegger Straße 18
A-8045 Graz
phone: +43 (0)316 6902-0
FAX: +43 (0)316 6902-415
mail: welcome@andritz.com
WWW: www.andritz.com
sector: Machine Manufacturing
ISIN: AT0000730007
indexes: WBI, ATX Prime, ATX, ATX five
stockmarkets: official market: Wien
language: English