Share Capital and Holdings

At the end of 2011, the Board of Directors had no valid authorizations for increasing the share capital, granting special rights, or issuing stock option rights.
 
Vaisala has two series of shares: Series K and Series A. Series A shares are traded on the NASDAQ OMX Helsinki. A shares carry one (1) vote at shareholders' meetings and K shares twenty (20) votes each. A shares represent 17.9% of the total votes and K shares 82.1% of the total votes.  The K shares represent 18.6% of the total number of shares and 82.1% of the total votes. Both series entitle their holders to equal dividends. K shares can be converted into an A shares in the manner specified in the Articles of Association.

The A shares have beeen listed on the Helsinki exchange since 1994.
The A and K shares were split 1:4 in March 2000.
 

Share capital

On December 31, 2010, the price of Vaisala’s A share in the NASDAQ OMX Helsinki Oy was EUR 20.50, and at the end of 2011, the share price was EUR 16.40. The highest quotation during 2011 was EUR 24.80 and the lowest EUR 15.56. The number of shares traded in the stock exchange during 2011 was 878,205.
 
On December 31, 2011, Vaisala had 18,218,364 shares, of which 3,389,351 are series K shares and 14,829,013 are series A shares of which 9,150 are held by the company. The shares have no counter book value. The K shares and A shares are differentiated by the fact that each K share entitles its owner to 20 votes at a General Meeting of Shareholders while each A share entitles its owner to 1 vote. The A shares represent 81.4% of the total number of shares and 17.9% of the total votes. The K shares represent 18.6% of the total number of shares and 82.1% of the total votes.
 
The market value of Vaisala’s A shares on December 31, 2011 was EUR 243.0 million, excluding the company’s own shares. Valuing the K shares - which are not traded on the stock market - at the rate of the A share’s closing price on the final day of the financial year, the total year-end market value of all the A and K shares together was EUR 298.6 million, excluding the company’s own shares.
 
Vaisala’s main shareholders are listed on the Group website and in the Notes to the Financial Statements. 
 
The shares give equal rights to dividends. According to the company's Articles of Association, the maximum number of shares is 68,490,017 and Vaisala Group’s maximum share capital is EUR 28.8 million. All issued shares have been fully paid for. The shares have no consent or redemption clauses attached to them.
 
According to the Articles of Association, a K share can be converted into an A share in the manner specified in the Articles.
 
The number of shares held and controlled by Vaisala Corporation's Board of Directors on December 31, 2011 was 1,320,969; accounting for 14.7% of the total votes (2010: 1,312,249 shares and 14.6% of the total votes). The company's President and CEO owned 2,720 shares.
At the end of the financial year, the company held a total of 9,150 Vaisala A shares, which represented 0.05% of the share capital and 0.01% of the votes. The consideration paid for these shares was EUR 251,898.31
 

Treasury shares and parent company shares

 At the end of the financial year, the company held a total of 9,150 Vaisala A shares, which represented 0.05% of the share capital and 0.01% of the votes. The consideration paid for these shares was EUR 251,898.31.


 

 See also