Outokumpu Treasury Shares
Outokumpu currently holds 3,702,899 Treasury shares.
Outokumpu share repurchases
Between May 2016 and February 2017, Outokumpu repurchased 4,000,000 its own shares through public trading at Nasdaq Helsinki for remuneration of its key employees.
After share rewards and the AGM decision on the forfeiture of unclaimed shares in March 2017, Outokumpu held 4,176,548 of its own shares (Treasury shares).
Board authorization to repurchase of the company's own shares by Annual General Meeting on March 21, 2017
The Annual General Meeting authorized the Board of Directors to resolve to repurchase a maximum of 40,000,000 of Outokumpu's own shares, currently representing approximately 9.6% of Outokumpu's total number of registered shares. The own shares may be repurchased pursuant to the authorization only by using unrestricted equity. The price payable for the shares shall be based on the price of the company's shares on the day of repurchase in public trading or otherwise at the price prevailing on the market.
The Board of Directors is authorized to decide how the own shares will be repurchased. The own shares may be repurchased in deviation from the proportional shareholdings of the shareholders (directed repurchase). Shares may also be acquired outside public trading. In connection with the acquisition of the company's shares, derivative, share lending, or other agreements that are normal within the framework of capital markets may take place in accordance with legislative and regulatory requirements. The aggregate number of Outokumpu's own shares held by the company and its subsidiaries may not, however, exceed 10% of the total number of registered shares.
The authorization will be in force until the end of the next Annual General Meeting, however expiring at the latest on May 31, 2018. Outokumpu currently holds 4,209,560 own shares.
Board authorization to decide to issue shares as well as special rights entitling to shares by Annual General Meeting on March 21, 2017
The Annual General Meeting authorized the Board of Directors to resolve to issue a maximum of 80,000,000 shares through one or several share issues and/or by granting of special rights entitling to shares, as specified in Chapter 10, Section 1, of the Finnish Companies Act, excluding option rights to Outokumpu's management and personnel under an incentive plan.
On the basis of the authorization, a maximum of 40,000,000 new shares may be issued, and additionally a maximum of 40,000,000 own shares may be transferred. 40,000,000 shares currently represent approximately 9.6% of Outokumpu's total number of registered shares. The Board of Directors resolves upon all other terms and conditions of the share issue and of the issue of special rights entitling to shares. The Board of Directors has the authority to resolve upon the issue of shares and special rights in deviation of the pre-emptive subscription right of the shareholders (directed issue).
The authorization is valid until the end of the next Annual General Meeting, however expiring at the latest on May 31, 2018.