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2016-05-10

Inwido: Resolutions at Inwido's Annual General Meeting 2016

This information is such that Inwido AB (publ) is obliged to publish
in accordance with the Swedish Securities Market Act and/or Financial
Instruments Trading Act. The information was submitted for
publication on Tuesday, 10 May 2016, at 18:00 p.m.

The Annual General Meeting ("AGM") of Inwido AB was held earlier
today, Tuesday May 10, 2016, at Malmö Börshus. At the meeting, CEO
Håkan Jeppsson accounted for his view of the operating year 2015. He
emphazised the fact that 2015 was Inwidos best year to date, and that
the company will continue on the stated plan with a predominance of
sales in consumer-driven channels, the continuous work of reviewing
the operational structure and to work with both organic and
acquisition-based growth.

Håkan Jeppsson comments:

"The agreements we have signed to acquire Outrup in Denmark and
Lämpölux in Finland fit into our strategy well. They are two
excellent, profitable companies with skilful management that are
strong in sales channels and markets that we focus on".

"After a strong end to 2015, the first quarter has been volatile and a
few business areas reported somewhat lower results than the year
before. However it is pleasing to note that we've begun 2016 with
stable profitability, an increase of almost 30 percent compared to
last year".

Further, the following principal resolutions were passed:

Election of Board of Directors and Auditor

Arne Frank, Benny Ernstson, Eva S. Halén, Sisse Fjelsted Rasmussen and
Anders Wassberg were re-elected as Board members. Leif Johansson and
Henrik Lundh had declined re-election. Arne Frank was re-elected as
Chairman of the Board. Thomas Forslund, KPMG, was elected as new
auditor and Linda Bengtsson, KPMG, was re-elected as deputy auditor.

Fees

It was resolved that the fees to the Board of Directors should be SEK
215,000 to each Board member not employed by the company and SEK
440,000 to the Chairman of the Board. It was further resolved that
the fee to members of the Audit Committee should be SEK 50,000, to
the Chairman of the Audit Committee should be SEK 100,000 and to the
members and the Chairman of the Remuneration Committee should be SEK
25,000, respectively.

Dividend

The AGM resolved in accordance with the proposal from the Board and
the CEO on dividend amounting to SEK 2.50 per share. The record date
for the dividend shall be Thursday May 12, 2016, thus dividend is
expected to be paid by Euroclear Sweden AB starting Tuesday May 17,
2016.

Guidelines for remuneration to senior executives

In accordance with the proposal by the Board, the AGM resolved upon
guidelines for remuneration to senior executives principally
entailing the following. The total remuneration and the terms and
conditions for the senior executives should correspond to relevant
market conditions and will include fixed salary, variable
remuneration, pension benefits, other benefits as well as conditions
for termination. The variable remuneration is to be based on the
outcome of predetermined objectives. The variable cash remuneration
is to be limited to 50% of the fixed annual salary. Variable
remuneration may also be paid in the form of long-term incentive
programs. Pension benefits must be premium-based. The Board of
Directors may derogate from these guidelines in certain cases if
there are special reasons for doing so.

Establishment of a long-term incentive program

In accordance with the proposal from the Board, the AGM resolved to
adopt a long-term incentive program consisting of two parts: an issue
of convertible bonds with the opportunity for all employees to
participate and an issue of subscription warrants to approximately 50
of the company's senior executives and so-called Senior Leaders.

The convertible loan shall amount to a maximum nominal value of SEK
40,000,000 or, when applying the established conversion price, the
amount corresponding to a maximum increase of the share capital by
SEK 1,200,000. The convertible bonds carry interest, are issued to
its nominal amount which corresponds to the market value, and shall
be convertible into new shares from and including 1 August 2019 up to
and including 15 September 2019. All employees shall be entitled to
subscribe in accordance with the principles set forth in the Board's
proposal. The conversion price is SEK 130.3.

The issue of subscription warrants entails a maximum of 500,000
subscription warrants to be issued to Inwido's wholly owned
subsidiary Inwido Europe AB, for further transfer to the company's
senior executives and Senior Leaders. Transfer shall be at market
value at the time of transfer, and allotment shall be made in
accordance with the principles set out in the Board's proposal.
Subscription of shares by exercise of the subscription warrants shall
take place during the period from and including 1 August 2019 up to
and including 15 September 2019. The subscription price per share
shall correspond to the conversion price for the convertibles of SEK
130.3.

For more information, please contact:
Inwido AB
Håkan Jeppsson, President and CEO Tel.: 46 (0)10-451 45 51 or 46
(0)70-550 15 17

Peter Welin, CFO Tel.: 46 (0)10-451 45 52 or 46 (0)703 24 31 90
E-mail: peter.welin@inwido.com
About Inwido
Inwido is Europe's largest supplier of windows and doors. The company
has operations in Denmark, Finland, Norway, Sweden, Austria,
Estionia, Ireland, Lithuania, Poland and the UK, as well as exports
to a large number of other countries. The Group markets some 20
strong local brands including Elitfönster, SnickarPer, Hajom,
Hemmafönster, Outline, Tiivi, Pihla, Diplomat and Sokolka. Inwido has
approximately 3,400 employees and generated sales of slightly more
than SEK 5.2 billion in 2015. The Group's headquarters are located in
Malmö, Sweden. For further information, please visit www.inwido.com

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http://news.cision.com/inwido/r/resolutions-at-inwido-s-annual-general-m...
http://mb.cision.com/Main/883/2005894/513921.pdf

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