Byggmax Group AB (publ) 2017 Annual General Meeting
The Annual General Meeting of Byggmax Group AB took place on Wednesday, May 10, 2017 in Stockholm, Sweden. On all the motions proposed, the meeting resolved in line with the Board’s and the Nomination Committee’s proposals. The main contents of key resolutions passed at the meeting are detailed below.
Resolution on dividend
The Annual General Meeting (AGM) resolved to pay a dividend of SEK 2.40 per share for the 2016 fiscal year. The proposed record date for payment of the dividend is Friday, May 12, 2017. Payment of the dividend is expected to be effected by Euroclear Sweden AB on Wednesday, May 17, 2017.
Resolution regarding adoption of the income statement and balance sheet
The AGM resolved to adopt the income statement and balance sheet for the Parent Company as well as the consolidated income statement and consolidated balance sheet for 2016. The Board of Directors and President were discharged from liability for the 2016 fiscal year.
Election of Board of Directors, Chairman of the Board and auditors
The AGM resolved in accordance with the proposal of the Nomination Committee for re-election of Board members Anders Moberg, Lottie Svedenstedt, Karin Hygrell-Jonsson, Hannele Kemppainen, Daniel Mühlbach, Ullrika Eliasson and Mikael Norman. Anders Moberg was re-elected as Chairman of the Board.
The AGM resolved in accordance with the proposal of the Nomination Committee to appoint the registered accounting firm Öhrlings PricewaterhouseCoopers AB as the company’s auditors until the end of the next AGM.
Resolution pertaining to directors’ and auditors’ fees
The AGM resolved in line with Nomination Committee’s proposal that directors’ fees totaling SEK 2,310,000 are to be allocated as follows: a fee of SEK 600,000 to the Chairman of the Board and a fee of SEK 285,000 to each of the other Board members.
Fees to auditors are payable against approved invoices.
Resolution on principles for appointing the Nomination Committee
The AGM resolved to adopt the principles for appointing the Nomination Committee, which in effect mean that the company’s three major shareholders at August 31 are each entitled to appoint one member of the Committee.
Resolution on guidelines for the remuneration and other terms of employment for senior executives
The AGM resolved to adopt the Board’s proposal for guidelines for the remuneration and other terms of employment for senior executives, which essentially means that salaries and other terms of employment for senior executives must be competitive and compatible with market rates.
Resolution on the long-term incentive program
The AGM resolved to adopt a long-term incentive program for 41 senior executives at the Byggmax Group, comprising a private placement of a maximum of 1,520,000 warrants to Byggmax AB and the assignment of warrants to the incentive program participants. The assignment of warrants to incentive program participants will be at the market price. Each warrant entitles the holder, during the period June 8, 2020 through December 7, 2020, to subscribe for one (1) share in the Byggmax Group AB (publ) at a subscription price amounting to 115 percent of the average market price for a share in the Byggmax Group AB (publ) during a specific control period. The Company’s share capital can increase by a maximum of SEK 506,666.67 if the warrants are exercised in full, which corresponds to an increase in the number of shares outstanding and votes in the Company with a maximum of approximately 2.5 percent.
The participants’ acquisition of warrants is subsidized by the Byggmax Group through the participants receiving a cash bonus after tax corresponding to not more than 50 percent of the price of the warrants acquired by the respective participants. This bonus will be paid in the following stages: half two (2) years following subscription and the remaining half three (3) years following subscription and requires meeting the conditions for receiving the bonus.
This information comprises such information as Byggmax Group AB (publ) is obliged to disclose under the EU’s Market Abuse Regulation. This information was submitted through the agency of the following contact person for publication on 10 May 2017 at 2.30 pm.
Byggmax Group AB (publ)
Stockholm, May 10, 2017.
For further questions, please contact
Mattias Ankarberg, CEO Byggmax Group
Mobile: +46 76119 09 85
About Byggmax Group
Byggmax Group consists of Byggmax, Skånska Byggvaror, and Buildor. For 2016, the Group’s net sales was SEK 5.2 billion. Byggmax Group is listed on Nasdaq since 2010.
Byggmax was founded in 1993 and currently operates 82 stores in Sweden, 33 in Norway and 13 in Finland and e-commerce in all three countries. Byggmax online offer consists of both the complete store assortment as well as an extensive range of online-exclusive products. Since the very beginning, Byggmax business concept has been discount DIY retailing, being the best price DIY retailer for consumers in need of high-quality construction materials. Byggmax stores are located close to the customers homes and are equipped with a drive-in system enabling easy shopping, including the loading of products directly onto the customers vehicles. During the past two years, Byggmax Group has acquired Skånska Byggvaror Group and Buildor AB. Skånska Byggvaror is a distance and e-commerce retailer of building projects and materials, with strong offers in e.g., conservatories and green houses. Skånska Byggvaror operates in Sweden, Norway, and Denmark, online and with 13 showroom stores. Buildor is a fast growing e-commerce retailer of home improvement products.