Share capital and authorisations

The total number of shares in Caverion was 138,920,092 and the share capital was EUR 1,000,000 at the end of March 2021. The number of shares outstanding was 136,175,753 at the end of 31 March 2021. Caverion held 2,744,339 treasury shares on 31 March 2021, representing 1.98 percent of the total number of shares and voting rights. 

Year

Event

Number of shares
(end of period)

2020

No changes.

138,920,092

2019

No changes.

138,920,092

2018

18 June 2018: Directed share issue of 9,524,000 new shares to institutional investors.

138,920,092

 

19 February 2018: Issue of 3,800,000 new shares directed to the company itself without payment related to MSP 2018−2022 execution.

 

2017

No changes.

125,596,092

2016

No changes.

125,596,092

2015

No changes.

125,596,092

2014

No changes.

125,596,092

2013

No changes as of the commencement of trading on 1 July 2013.

125,596,092

 
Authorisations to the Board of Directors

Annual General Meeting 2021

Authorising Caverion's Board of Directors to decide on share issues

The Annual General Meeting of Caverion Corporation, held on 24 March 2021, authorised the Board of Directors to decide on share issues in accordance with the proposal by the Board of Directors. The number of shares to be issued under the authorization may not exceed 13,500,000 shares, which corresponds to approximately 9.7% of all the shares in the Company. The Board of Directors decides on all the conditions of the issuance of shares. The authorization concerns both the issuance of new shares as well as the transfer of treasury shares. The issuance of shares may be carried out in deviation from the shareholders’ pre-emptive rights (directed issue). The authorization can be used, e.g. in order to develop the Company’s capital structure, to broaden the Company’s ownership base, to be used as payment in corporate acquisitions or when the Company acquires assets relating to its business and as part of the Company’s incentive programs. The authorization cancels the authorization given by the general meeting on 25 May 2020 to decide on the issuance of shares. The authorization is valid until the end of the next Annual General Meeting, however no later than 31 March 2022.

 

Authorising Caverion's Board of Directors to decide on the repurchase and/or on the acceptance as pledge of own shares of the company

The Annual General Meeting of Caverion Corporation, held on 24 March 2021, authorised the Board of Directors to decide on the repurchase and/or on the acceptance as pledge of the Company’s own shares in accordance with the proposal by the Board of Directors. The number of own shares to be repurchased and/or accepted as pledge shall not exceed 13,500,000 shares, which corresponds to approximately 9.7% of all the shares in the Company. The Company may use only unrestricted equity to repurchase own shares on the basis of the authorisation. Purchase of own shares may be made 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 resolves the manner in which own shares be repurchased and/or accepted as pledge. Repurchase of own shares may be made using, inter alia, derivatives. Repurchase and/or acceptance as pledge of own shares may be made otherwise than in proportion to the share ownership of the shareholders (directed repurchase or acceptance as pledge).

The authorisation cancels the authorisation given by the General Meeting on 25 May 2020 to decide on the repurchase and/or on the acceptance as pledge of the Company’s own shares. The authorisation is valid until 24 September 2022. The Board of Directors has not used the authorisation to decide on the repurchase of the Company’s own shares during the period.

As part of the implementation of the Matching Share Plan announced on 7 February 2018, the company has accepted as a pledge the shares acquired by those key employees who took a loan from the company. As a result, Caverion had 689,056 Caverion Corporation shares as a pledge at the end of the reporting period on 31 March 2021.