Shares
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Shares

Key figures for shares

Semcon´s share capital is SEK 18 112 534, divided between 18 112 534 shares, each with a nominal value of SEK 1. All shares confer an equal right to a share of the company´s assets and profits. Each share gives the entitlement to one vote.

Key figures for shares 2011 2012 2013 2014 2015
Earnings per share before dilution (SEK)  3.89  7.87  4.90  4.20  0.20
Earnings per share after dilution (SEK)  3.83  7.80  4.86  4.16  0.20
Shareholders´equity per share before dilution (SEK)  24.71  32.23  35.25  36.87  33.83
Shareholders´equity per share after dilution (SEK)  24.40  31.97  34.97  36.58  33.37
Share price/shareholders equity per share (times)  0.98  1.50  1.73  1.35  1.27
Cash flow from current activities (SEK)  4.84  10.28  7.45  4.54  1.51
Dividend (SEK)  –  2.00  2.50  2.50  1.25
Market value at the end of the year (SEK m)  435  869  1,096  895  768
Number of shares at the end of the year(000)  18,113  18,113  18,113  18,113  18,113
Average number of shares (000)  18,113  18,113  18,113  18,113  18,113
Market value at the end of the year (SEK m)  227  143  143  143  243

*Board of Director’s proposal

Ownership structure

Largest holdings 2016-10-31 No. of shares Percent
JCE GROUP AB 4 682 991 25.85
SWEDBANK ROBUR FONDER 1 361 622 7.52
NORDEA INVESTMENT FUNDS 931 945 5.15
ÅLANDSBANKEN AB, W8IMY 898 845 4.96
LÄNSFÖRSÄKRINGAR SKÅNE 783 371 4.33
DNB - CARLSON FONDER 593 166 3.27
CBNY-NORGES BANK 587 377 3.24
BNYM RE REGENTS OF THE UNIVERSITY 473 676 2.62
EUROPEA I MALMÖ AKTIEBOLAG 433 640 2.39
FÖRSÄKRINGSAKTIEBOLAGET, AVANZA PENSION 415 030 2.29
Total 11 161 663 61.62
Own shares 242 718 1.34
Others 6 709 315 37.04
Total 18 113 696 100

Share Saving Program

The AGM 2015 resolved to implement a Share Saving Program for senior executives and key personnel, “Share Saving Program 2015”, in accordance with the Board’s proposals.

In summary, around 110 senior executives and key personnel in the Semcon Group will be invited to participate in the program that will run for a 12-month period from implementation.

Participation will be conditional on the individual’s own investment in shares corresponding to an amount of maximum 5 per cent of the participant’s gross salary. Provided that the acquired shares are held by the employee for three years, the employee will be allocated a corresponding number of shares without consideration and – provided that certain performance requirements are met – an additional one to four shares for each acquired share.

To fulfil the Share Saving Program 2015 the AGM resolved to authorize the Board, until the next AGM, to resolve on the acquisition of maximum 100,000 ordinary shares. The acquisition will take place on the Nasdaq Stockholm, within the applicable price interval, or in the event that the Board assigns a stock exchange member to accumulate a specific amount of the company’s shares in their own account for a specific period, at a price per share within a specified price range for the period or equivalent volume ­‐ weighted average share price, and purchases linked with an acquisition offer shall have as their maximum price per share the market price at the time of the offer plus at most twenty per cent.

The meeting also resolved on a transfer, without consideration, of up to 242,718 ordinary shares to participants of the Share Saving Program 2015, in accordance with the specific conditions adopted by the Board.

Acquisition and transfer of own shares

The AGM decided in accordance with the Board’s proposal to authorize the Board up to the time of the next AGM on one or more occasions to decide on the acquisition of ordinary shares in the company on the following conditions:

  • Purchases shall only be made to improve the company’s capital structure or to enable use of ordinary shares as liquidity in making payments for, or financing, acquisition of companies or businesses or parts thereof.
  • Purchases may only be made on Nasdaq Stockholm or through purchase offers directed to all owners of ordinary shares.
  • Purchases of shares on each occasion shall be a maximum, after the purchase, of 10% of all shares in the company.
  • Purchases on Nasdaq Stockholm shall be at a price within the current share price range for ordinary shares, purchases linked with an acquisition offer shall have as their maximum price per share the market price at the time of the offer plus at most 20%.
  • Payment for ordinary shares shall be in cash.
  • The appropriate terms in the listing agreement with Nasdaq Stockholm shall be observed for purchases.
  • The Board has the right to set other conditions for acquisition of shares.

 

In connection with the proposal, the Board has made a statement in accordance with chapter 19 § 22 of the companies act. Authorization for the Board to decide on the transfer of ordinary shares Against the background of the statements above, the AGM authorizes the Board up to the time of the next AGM on one or more occasions to decide on the transfer of ordinary shares in the company on the following conditions:

  • Transfers shall only be made to use ordinary shares as liquidity for acquisition of companies or businesses or parts thereof.
  • Transfers on each occasion may be of the total number of ordinary shares owned by the company, except for ordinary shares generated through conversion of C shares.
  • Transfers shall be at a price corresponding to the share’s assessed market value in connection with transfer.
  • Payment for ordinary shares shall be in capital contributed in kind or through settlement of a receivable.
  • The Board has the right to set other conditions for transferring shares.

 

Special majority requirement

For a decision relating to each of the proposals to be valid, the majority of votes must be a minimum of two-thirds of the votes registered at the meeting.

Dividend

According to Semcon’s financial objectives a share dividend long-term should be paid to shareholders and be around one third of the profit after tax.

The AGM resolved in accordance with the Board’s proposal to give a dividend of SEK 1.25 per share (2.50). Dividend amounts to SEK 22.3 million (45.3). The record day for the right to a share dividend is 2 May 2016.

Olof Christensson
President, Engineering Services Nordic
+46 (0)705 13 36 08
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Johan Ekener
President, Product Information
+46 (0)73 684 06 83
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