
Niederweningen, 14 February 2005
|
||
Bucher Industries to introduce a standard registered share
|
||
|
The Board of Directors of Bucher Industries AG will propose the introduction of a standard registered share at the Annual General Meeting to be held on 26 April 2005. By simplifying the structure of voting and capital rights, the technology group follows international and national standards. All Bucher Industries shareholders will enjoy equal status and the principle "one share - one vote" in the future. The simplified share structure will increase the share liquidity and is a good foundation for future growth.
With its proposal to create a standard registered share, the Board is endeavoring to press ahead with opening up the company - globally leading in its speciality fields - as a modern and forward-looking public joint stock company. By introducing the new share and waiving percentage voting rights and transfer restrictions, Bucher Industries is meeting international and national Corporate Governance standards. Furthermore, the Board proposes to abolish the existing opting out clause and to introduce an opting up clause with a threshold of 40 percent of the voting rights for the obligation to make an offer. The group of shareholders formed by members of the founder family, representing all registered shares and a parcel of bearer shares holding approximately 72% of the voting rights, will hold after introduction of standard registered shares more than 34% of the voting rights. They lend their full support to the proposition of the Board of Directors and will continue also within the new share structure their pool agreeement as it was for the purpose of their long-term industrial commitment. In the interests of all stakeholders of the company A variety of factors have prompted the Board of Directors to propose this step in the interests of the company and its stakeholders:
Split of bearer shares and conversion into registered shares Each of the existing bearer shares of 1.00 CHF par value per share will be splitted and converted into 5 registered shares of 0.20 CHF par value per share. As a result of this measure, the unchanged total amount of the share capital will comprise 10'565'900 registered shares of 0.20 CHF par value per share. Today, the share capital of Bucher Industries AG consists of 1'415'680 bearer shares of 1.00 CHF par value per share and 3'487'500 registered shares of 0.20 CHF par value per share. Total bearer shares represent 29% and total registered shares 71% of the voting rights. The new capital structure will consist in standard registered shares only and the percentage of voting rights and capital will be identical. It is subject to approval of the Annual General Meeting of 26 April 2005. Bearer shares are to be splitted and converted into registered shares in the days after approval by the Annual General Meeting. In the weeks that follow, holders of bearer shares will be informed in order that they can have themselves entered in the company's share register. Bucher Industries is a globally operating industrial group, with leading market positions in special fields of the engineering and automotive industries. Its product offer comprises specialized agricultural machinery, municipal vehicles, wine and fruit juice production plants, hydraulic components, and production equipment for the glass container industry. Bucher Industries is listed on the SWX Swiss Exchange (SWX: BUC) since 1986. In 2004, Bucher Industries had approximately 5800 employees and achieved group sales of 1.64 billion CHF. Financial results and the annual report describing the favorable development in 2004 will be disclosed on 17 March 2005. Contact Rudolf Hauser, Chairman Philip Mosimann, CEO Roger Baillod, CFO Phone +41 44 857 22 07 |
||
| 14.02.2005 Bucher Industries to introduce a standard registered share |