Bulletin from Gunnebo AB’s Annual General Meeting 2015

Gunnebo AB's Annual General Meeting 2015 was held in Gothenburg on April 15.
Adoption of the profit and loss statement and balance sheet
The profit and loss statements and the balance sheets of the parent company and
the Group for the financial year 2014 were approved.
Dividend
In accordance with the proposal of the Board, it was decided on a dividend to
the shareholders of SEK 1.00 per share (previous year SEK 1.00) and that Friday,
April 17, 2015, shall be the record date for receipt of the dividend.
Election of the Board of Directors
Tore Bertilsson, Göran Bille, Charlotte Brogren, Bo Dankis, Mikael Jönsson and
Martin Svalstedt were re-elected as members of the Board of Directors and Eva
Elmstedt was elected as new member of the Board of Directors. Martin Svalstedt
was re-elected as Chairman of the Board.
Board fees
The AGM decided on a total fee to the Board of Directors for 2015 amounting to
SEK 2,000,000, to be divided with SEK 500,000 to the Chairman of the Board
(including remuneration for committee work) and with SEK 250,000 to each of the
other Board members elected by the shareholders, and a special fee for committee
work amounting to SEK 50,000 for the respective chairmen of the Audit Committee
and the Remuneration Committee as well as SEK 30,000 each to the other committee
members.
Nomination Committee
The AGM approved the proposal presented regarding the Nomination Committee and
its tasks.

Election of the Auditor
The AGM re-elected the registered auditing company Deloitte AB for the period
until the end of the Annual General Meeting of the Shareholders 2016.
Principles for remuneration to senior executives
The AGM approved the Board’s proposal regarding principles for remuneration to
senior executives.

Incentive programme 2015
The AGM approved the Board’s proposal regarding the implementation of a long
-term save share based incentive programme (LTI 2015) and hedging arrangements
in respect thereof by a change in the Articles of Association (meaning that the
company shall be able to issue redeemable and convertible shares of series C
with 1/10 vote and without dividend rights) and by authorising the Board to to
decide on a directed issue of shares of series C to a third party, to repurchase
those shares and transfer the shares to participants in the programme.

The programme will be open to 20 participants employed within the Group,
including the CEO. In brief, LTI 2015 means that the participants must make own
investments in Gunnebo shares. These saving shares must be kept during a vesting
period of three years. Following the expiration of the vesting period, and
dependent on the continued holding of the saving shares and continued employment
within the Group, the participants will be entitled to be allotted, free of
charge, one Gunnebo share for each saving share. Furthermore, if certain
performance conditions have been met during the vesting period, the participants
may be allotted, free of charge, an additional four Gunnebo shares per saving
share (applies to the CEO) or an additional three Gunnebo shares (applies to
other participants). The performance conditions will be measured based on the
outcome of earnings per share during the period 1 January 2015 – 31 December
2017.

The programme means that the participants may be allotted a maximum of 729,053
shares (an additional 190,886 shares are for hedging the costs for social
charges) and the maximum cost for LTI 2015 is estimated to 36.7 MSEK.

Authorisation for the Board to decide on new share issue
The AGM approved the Board’s proposal regarding an authorisation for the Board
to decide upon a new share issue in connection with company acquisitions.

Comments from the President’s address to the AGM
Gunnebo’s President & CEO, Per Borgvall, began his address to the AGM by
describing the Group’s business. He then reviewed the results for 2014 by region
and presented several customer cases. This was followed by a summary of 2014 and
the focus areas for Gunnebo during 2015:

“During 2014 we have seen stabilisation in Region EMEA. The work to restructure
the Group’s costs in Europe has continued and the desired effects have been
achieved. The operating margin of 6.6% is the strongest the Group has seen for
many years. We will continue to make cost efficiencies across the Group during
2015. During 2014, a non-core business in France was divested and we acquired
companies in Mexico and the UK to strengthen our existing offering.

“For Gunnebo, 2015 will mean continuing to deliver improved financial results.
We will also continue to shift the Group’s point of gravity in terms of
geographic focus, resource allocation and customer value. A reduced cost base in
Europe to further increase our margins and strenghten our cash flow will remain
a high priority.

“The combination of a clear strategy, a strong financial position and a
motivated workforce will help us to continue creating value for our
shareholders, customers and business partners in the future.”

GUNNEBO AB (publ)
Group Finance
For further information, please contact:
Per Borgvall, President & CEO, tel: +46 10 2095 000, or
Christian Johansson, CFO tel: +46 10 2095 000, or
Johan Boqvist, Investor Relations, tel: 010-2095 047 eller e-post:
johan.boqvist@gunnebo.com
www.gunnebogroup.com
Gunnebo discloses the information provided herein pursuant to the Swedish
Securities Markets Act and/or the Financial Instruments Trading Act. The
information was submitted for publication at 18.01 CET on April 15, 2015.
The Gunnebo Security Group is a global leader in security products, services and
solutions with an offering covering cash handling, safes and vaults, entrance
security and electronic security for banks, retail, CIT, mass transit, public &
commercial buildings and industrial & high-risk sites.

The Group has an annual turnover of €610 million, employs 5,700 people and has
sales companies in 33 countries across Europe, Middle East & Africa, Asia
-Pacific and the Americas as well as Channel Partners on over 100 additional
markets.

We make your world safer.