Annual General Meeting 2003

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Annual General Meeting in Munters AB (publ) Board of Directors and Auditors At today's Annual General Shareholders' Meeting in Munters AB, the board members Berthold Lindqvist, Sören Mellstig, Bo Ingemarson, Sven Ohlsson, Lars Spongberg and Lennart Evrell were re-elected. Bengt Kjell was elected as new member of the board. At the subsequent Statutory Board Meeting, Berthold Lindqvist was appointed Chairman of the Board. Distribution of Dividend The Meeting approved the proposal by the Board and the Managing Director for a dividend of SEK 3.50 per share. The record date was set to May 12, 2003 and the dividend is expected to be distributed by VPC on May 15, 2003. Buy back and Transfer of own shares The Meeting decided, in accordance with the proposal of the Board of Directors, to authorise the Board to decide to acquire and transfer own shares. In substance, the decision of the Meeting means that the Board is authorised, until the next AGM, to make a decision to acquire a number of shares which does not at any time exceed 10 per cent of the total number of shares in the company. Acquisitions will be made on Stockholmsbörsen or through an offer which is directed to all shareholders. In addition, the decision of the Meeting authorises the Board, until the next AGM, to divest bought-back shares in connection with acquisition of companies or operations other than on Stockholmsbörsen. The objective of the authorisation is to give the Board of Directors an opportunity, during the period until the next AGM, to cover the company's undertaking in accordance with the existing option scheme and the proposed option scheme and, if no other investment alternatives realizes, optimize the company's capital structure. The authorization also gives the company the opportunity to buy-back shares and use them to finance future acquisitions of companies or operations. Purchase options The Meeting decided, in accordance with the proposal of the Board of Directors, to issue purchase options for bought-back shares and to transfer bought-back shares in connection with a call for exercising of such purchase options. In substance, the decision of the Meeting means that the company will issue not more than 210,000 purchase options for bought-back Munters shares to approximately 115 senior executives in the Munters Group. Each purchase option shall entitle the holder, during the period 1 September 2006 - 30 March 2007, to acquire one Munters share for a price equivalent to 140 per cent of the average of the highest and the lowest prices paid on Stockholmsbörsen during the subscription period, 12 May 2003 - 16 May 2003. The purchase options shall be transferred at a market price calculated by Handelsbanken Securities in accordance with an established valuation model (Black and Scholes). Nomination Committee The Meeting resolved to appoint a Nomination Committee, consisting of the Chairman of the Board of Directors (convener) and a representative of each of the five largest shareholders per 30 September every financial year. Should anyone of the shareholders decline their right to appoint a representative to the Nomination Committee, the right will be passed on to the shareholder who, next to these shareholders, holds the largest number of shares in the company. The names of the five representatives shall be made public in the company's interim report for the third quarter. The Nomination Committee shall ahead of each Annual General Meeting present proposals regarding election of the Board and board remuneration, and when applicable, election of Auditors and auditor remuneration. CEO speech President and CEO Lennart Evrell summarized fiscal 2002: · Weak demand towards the end of the year. · Strong weather related effects both 2001 and 2002. · Strong acquisition effect. · Order growth 20% (Currency adjusted, present structure 3%) · Net sales growth 20% (Currency adjusted, present structure 4%) · EBIT growth 16% · EBIT margin 10.0% Further he continued with a short presentation of the results for the first quarter 2003 which was published on April 25: · Strong development in MCS · Weak demand in Dehumidification and HumiCool · Lower acquisition effect after 1 January 2003 · Negative currency effects · Order growth -1% (Currency adjusted, present structure -2%) · Net sales growth 3% (Currency adjusted, present structure 1%) · EBIT change -22% (Currency adjusted, present structure -11%) Lennart Evrell closed his speech reiterating Munters long-term financial targets: · Sales growth exceeding 10% per year · EBIT margin exceeding 10% · Capital turnover rate exceeding 3. Stockholm May 7, 2003 Munters AB (publ) For further information, please contact: Lennart Evrell, CEO Tel: 08-626 63 03 Mob: 070-588 15 15 Bernt Ingman, CFO Tel: 08-626 63 06 Mob: 070-672 74 54 Sören Sjöström, VP Corporate Communication Tel: 08-626 63 08 Mob: 070-600 22 44 ------------------------------------------------------------ This information was brought to you by Waymaker http://www.waymaker.net The following files are available for download: http://www.waymaker.net/bitonline/2003/05/07/20030507BIT01610/wkr0001.doc http://www.waymaker.net/bitonline/2003/05/07/20030507BIT01610/wkr0002.pdf