During January to December 2008, 335,835 stock options were converted into 335,853 MTG Class B shares. In addition, 150,242 Class A shares were converted into Class B shares. Further, 480,000 Class C shares were issued during the period in accordance with the Group's performance-based incentive programme, which was approved by the Group's Annual General Meeting 2008.
During January to June 2009, 90,225 Class A shares were converted to Class B shares. A further 370,000 Class C shares were issued during this period in accordance with the long-term incentive programme, approved by the Annual General Meeting 2009.
During July to September 2009, 7,070,500 Class A shares were converted to Class B shares.
In November 2009, 6,440 Class B new shares were issued relating from the exercise of stock options from the 2005 incentive programme.
In February 2010, 1,293,628 MTG Class A shares were converted to MTG Class B shares. In March 2010, 11,726 MTG Class B new shares were issued relating from the exercise of stock options from the 2005 incentive programme. In May 2010, 26,666 MTG Class B shares were issued relating from the exercise of stock options from the 2005 incentive programme. Thereby, there are no longer any stock options remaining from the 2005 incentive programme. A further 215,000 MTG Class C shares were issued in June 2010, in accordance with the long-term incentive programme approved by the Annual General Meeting 2010.
The Annual General Meeting 2008 approved the Board of Directors’ proposal that the Meeting should resolve to reduce the Company’s share capital by SEK 7,585,000, by means of the redemption without repayment of the 1,517,000 Class B shares that the Company has repurchased since the 2007 Annual General Meeting and that the redeemed amount shall be transferred to non-restricted equity. The registration was executed on 7 July 2008.
Share buyback mandate
The 2008 Annual General Meeting approved the Board of Directors’ proposal that the Board be able to pass a resolution on one or more occasions for the period up until the next Annual General Meeting to repurchase Class A and/or Class B shares, provided that the Company’s holding does not at any time exceed 10 per cent of the total number of issued and outstanding shares. Any such repurchase shall be made on Nasdaq OMX Stockholm within the quoted share price spread at the time.
At the statutory meeting, the Board of Directors resolved to utilise the authorisation provided by the 2008 Annual General Meeting for the Company to buy back its Class A and Class B shares up until the date of the 2009 Annual General Meeting. No shares have been bought back during the period between the resolution and year-end 2008.
The 2009 Annual General Meeting approved the Board of Directors’ proposal that the Board be able to pass a resolution on one or more occasions for the period up until the next Annual General Meeting to repurchase Class A and/or Class B shares on the same terms as described for the approval in 2008.
Share issues
|
|
Class A shares |
Class B shares |
Class C shares |
Total |
|
31 December 1997 |
15,123,741 |
44,573,991 |
|
59,697,732 |
|
New share issue 2000 |
5,410,532 |
1,266,892 |
|
6,677,424 |
|
31 December 2000 |
20,534,273 |
45,840,883 |
|
66,375,156 |
|
|
|
|
|
|
|
Conversion of Class A shares to Class B shares 2001 |
-4,988,652 |
4,988,652 |
|
- |
|
31 December 2001 |
15,545,621 |
50,829,535 |
|
66,375,156 |
|
|
|
|
|
|
|
New share issue 2006, exercise of stock options issued 2001 |
- |
667,368 |
|
667,368 |
|
31 December 2006 |
15,545,621 |
51,496,903 |
|
67,042,524 |
|
|
|
|
|
|
|
New share issue 2007, exercise of stock options issued 2001 |
- |
29,016 |
|
29,016 |
|
Conversion of Class A shares to Class B shares, 2007 |
-303,953 |
303,953 |
|
- |
|
Repurchase of Class B shares 2007 |
- |
-719,000 |
|
-719,000 |
|
31 December 2007 |
15,241,668 |
51,110,872 |
|
66,352,540 |
|
|
|
|
|
|
|
New share issue 2008, exercise of stock options issued 2005 |
- |
335,835 |
|
335,835 |
|
New share issue 2008, share option plan issued 2008 |
|
|
480,000 |
480,000 |
|
Conversion of Class A shares to Class B shares, 2008 |
-150,242 |
150,242 |
|
- |
|
Repurchase of Class B shares 2008 |
- |
-798,000 |
|
-798,000 |
|
31 December 2008 |
15,091,426 |
50,798,949 |
480,000 |
66,370,375 |
|
|
|
|
|
|
|
Conversion of Class A shares to Class B shares, June 2009 |
-90,225 |
90,225 |
|
- |
|
New share issue 2009, share option plan issued 2009 |
|
|
370,000 |
370,000 |
|
Conversion of Class A shares to Class B shares, September 2009 |
-7,070,500 |
7,070,500 |
|
- |
| New share issue 2009, exercise of stock options issued 2005 |
|
6,440 |
|
6,440 |
| 31 December 2009 |
7,930,701 |
57,966,114 |
850,000 |
66,746,815 |
|
|
|
|
|
|
| Conversion of Class A shares to Class B shares, February 2010 |
-1,293,628 |
1,293,628 |
|
- |
| New share issue 2010, exercise of stock options issued 2005 |
|
38,392 |
|
38,392 |
| New share issue 2010, share option plan issued 2010 |
|
|
215,000 |
215,000 |
| 30 June 2010 |
6,637,073 |
59,298,134 |
1,065,000 |
67,000,207 |
The 2009 Annual General Meeting resolved to authorise the Board, during the period until the next Annual General Meeting, to increase the Company’s share capital by not more than SEK 1,850,000 by the issue of not more than 370,000 Class C shares, each with a ratio value of SEK 5. With disapplication of the shareholders’ preferential rights, Nordea Bank AB (publ) was entitled to subscribe for the new Class C shares at a subscription price corresponding to the ratio value of the shares. The purpose of the authorisation and the reason for the disapplication of the shareholders’ preferential rights in connection with the issue of shares is to ensure delivery of Class B shares to participants under the new 2009 long-term incentive plan and to hedge any social security costs related thereto.
The issue was accomplished on 18 June 2009. The Class C shares will be held by the Company as treasury shares during the vesting period, where after the appropriate number of Class C shares will be reclassified into Class B shares and subsequently be delivered to the participants under the incentive plan. Further, Class C shares, after reclassification into Class B shares, will be sold on Nasdaq OMX Stockholm to hedge the social security costs. Any decision to sell shares for the purpose of hedging social security costs will be put forward at the Annual General Meeting 2011.
The total number of Class C shares held by the Company is therefore 1,065,000, which include the Class C shares issued in 2008, 2009 and 2010.