THE BOARD OF DIRECTORS OF KONECRANES PLC WITHDRAWS ITS PROPOSALS ON AUTHORIZING THE BOARD TO DECIDE ON THE REPURCHASE OF THE COMPANY'S OWN SHARES AND ON THE ISSUANCE OF SHARES AS WELL
KONECRANES PLC STOCK EXCHANGE RELEASE March 12, 2009 at 10.30 am
THE BOARD OF DIRECTORS OF KONECRANES PLC WITHDRAWS ITS PROPOSALS ON AUTHORIZING
THE BOARD TO DECIDE ON THE REPURCHASE OF THE COMPANY'S OWN SHARES AND ON THE
ISSUANCE OF SHARES AS WELL AS OTHER SPECIAL RIGHTS ENTITLING TO SHARES
The Annual General Meeting of Konecranes will be held today, Thursday 12
March 2009 starting at 11 am Finnish time at the Company's auditorium in
Hyvinkää, Finland.
The Board of Directors of Konecranes Plc has decided to withdraw its proposals
on authorizing the board to decide on the repurchase of the company's own shares
and authorizing the board to decide on the issuance of shares as well as other
special rights entitling to shares. The proposals that were the items 16 and 17
in the Notice to the General Meeting are enclosed to this release.
The decision to withdraw the proposals was made as the Board of Directors was
informed about the instructions from certain foreign shareholders to their
representatives to vote against the proposals.
In Hyvinkää, March 12, 2009
Konecranes Plc
The Board of Directors
Konecranes is a world-leading group of Lifting Businesses™, serving a broad
range of customers, including manufacturing and process industries, shipyards,
ports and terminals. Konecranes provides productivity-enhancing lifting
solutions as well as services for lifting equipment and machine tools of all
makes. In 2008, Group sales totaled EUR 2,103 million. The Group has 9,900
employees, in 485 locations in 43 countries. Konecranes is listed on NASDAQ OMX
Helsinki Ltd (symbol: KCR1V).
KONECRANES PLC
Sanna Päiväniemi
IR Manager
FURTHER INFORMATION
Ms Sirpa Poitsalo, Director, General Counsel, tel. +358 20 427 2011
DISTRIBUTION
NASDAQ OMX Helsinki Ltd
Media
www.konecranes.com
ATTACHMENT
16. Authorizing the Board of Directors to decide on the repurchase of the
Company's own shares
The Board of Directors proposes to the General Meeting that the Board of
Directors be authorized to decide on the repurchase of the Company's own shares
as follows:
The amount of own shares to be repurchased shall not exceed 12,000,000 shares,
which corresponds to approximately 19.5 % of all of the shares in the Company.
However, the Company together with its subsidiaries cannot at any moment own
more than 10 per cent of all the shares in the Company. Only the unrestricted
equity of the Company can be used to repurchase own shares on the basis of the
authorization.
Own shares can be repurchased at a price formed in public trading on the date of
the repurchase or otherwise at a price formed on the market.
The Board of Directors decides how own shares will be repurchased. Own shares
can be repurchased using, inter alia, derivatives. Own shares can be repurchased
otherwise than in proportion to the shareholdings of the shareholders (directed
repurchase).
The authorization cancels the authorization given by the General Meeting on 13
March 2008 to decide on the repurchase of the Company's own shares.
The authorization is effective until the end of the next Annual General Meeting,
however no longer than until 11 September 2010.
17. Authorizing the Board of Directors to decide on the issuance of shares as
well as the issuance of options and other special rights entitling to shares
The Board of Directors proposes to the General Meeting that the Board of
Directors be authorized to decide on the issuance of shares as well as the
issuance of options and other special rights entitling to shares referred to in
chapter 10 section 1 of the Finnish Companies Act as follows:
The amount of shares to be issued based on this authorization shall not exceed
18,000,000 shares, which corresponds to approximately 29.2 % of all of the
shares in the Company.
The Board of Directors decides on all the conditions of the issuance of shares
and of special rights entitling to shares. The authorization does not concern
decisions regarding stock option programs for the personnel but it can be used
to create other share-based incentive programs. The authorization concerns both
the issuance of new shares as well as the transfer of treasury shares. The
issuance of shares and of special rights entitling to shares may be carried out
in deviation from the shareholders' pre-emptive rights (directed issue).
The authorization cancels the authorization given by the General Meeting on 13
March 2008 to decide on the transfer of treasury shares, the issuance of shares
as well as the issuance of options and other special rights entitling to shares.
The authorization is effective until the end of the next Annual General Meeting,
however no longer than until 11 September 2010.
