Current share-issue authorizations of the Board of Directors

The AGM authorized the Board to make the decision to buy back a maximum of 2,401,647 of the company’s own shares in one or several tranches using the Company’s non-restricted equity capital. The company may buy back shares in order to develop its capital structure, finance and implement any corporate acquisitions or other transactions, implement share-based incentive plans, or otherwise transfer or cancel them.

The company may buy back shares in public trading on marketplaces whose rules and regulations allow the Company to trade in its own shares. In such a case, the Company buys back shares through a directed purchase, that is, in a proportion other than its shareholders’ holdings in Company shares, with the consideration for the shares based on their publicly quoted market price, in such a manner that the minimum price of the purchased shares equals the lowest market price quoted in public trading during the authorization period, and, similarly, their highest price equals the highest market price quoted in public trading during that period.

This authorization will be valid until April 30, 2020. This authorization shall supersede the buyback authorization granted at the AGM of March 20, 2018.

Current authorizations of the Board of Directors to decide on a share issue and the issuance of options and other special rights entitling to shares

The AGM authorized the Board of Directors to decide on a share issue of a maximum of 2,393,821 shares or to grant special rights (including stock options) entitling holders to shares as referred to in Chapter 10 Section 1 of the Companies Act, in one or several tranches. 

This authorization is to be used to finance and implement any prospective corporate acquisitions or other transactions, to implement the company’s share-based incentive plans, or for other purposes determined by the Board. 

This authorization also grants the Board of Directors the right to decide on all terms and conditions governing said share issue and the granting of special rights, including the subscribers or the grantees of said special rights and the payable consideration. The authorization also includes the right to waive shareholders’ pre-emptive subscription rights and covers the issue of new shares and the transfer of any shares that may be held by the company.

This authorization will be valid until April 30, 2019. This authorization shall supersede the authorization to decide on a share issue and on granting of special rights giving entitlement to shares granted at the AGM of March 22, 2017.