Annual General Meeting of Peab 2007


Annual General Meeting of Peab 2007

•	Cash dividend fixed to SEK 3.50 per share
•	Decision to issue shares in Peab Industri 
•	Decision on split 2:1
•	Decision on withdrawal of shares
•	Approval of convertibles

Peab AB (publ) held its Annual General Meeting on Wednesday. The meeting
resolved in accordance with a proposal by the board a cash dividend of SEK 3.50
per share. The record day was fixed to Tuesday, May 22 and the dividend is
expected to be issued by VPC on Friday, May 25.

It was thereafter decided to issue all the shares in Peab Industri AB. The issue
amounts to a book value of SEK 600 million, which corresponds to approx. SEK
7.50 per outstanding share. Thursday, September 27, 2007 was determined as the
record day.

The Annual General Meeting discharged the members of the board and managing
director from all responsibility for the financial year of 2006. 

Svante Paulsson, Annette Brodin Rampe, Karl-Axel Granlund, Göran Grosskopf and
Mats Paulsson were re-elected as members of the board, and Lars Sköld and Stefan
Paulsson were newly elected. Göran Grosskopf was re-elected as chairman. Alf
Svensson, KPMG, was appointed auditor, with Dan Kjellqvist, KPMG, as deputy
auditor. The retiring member Jan Segerberg, who has been elected to the board of
Peab Industri, was thanked for the services he has rendered in the last 13
years. Thomas Thiel was thanked for the 15 years he has been the auditor.

The board of directors decided on a split, to the effect that each existing
share is to be divided into two shares of the same type. The split is to be
implemented immediately after the right to participate in dividends from the
Peab Industri AB is distinguished, meaning that the first day of trading with
the split shares shall be the same day as the first day for trading with shares
with exclusive right to participate in dividends from Peab Industri AB. In this
context the record day for the split is expected to be September 27, 2007.

The Annual General Meeting decided to reduce the share capital by SEK 55,000,000
through the withdrawal without repayment of 5,500,000 B shares. The shares
proposed to be withdrawn have been repurchased by the Company with the
authorisation issued at the meeting on May 17, 2006. It was also decided to
increase the share capital by SEK 57,187,161:80 through a transfer from
unrestricted equity to share capital (bonus issue), whereby the increase in
share capital will take place without the issue of new shares.

The meeting authorised the board to take a decision on the new issue of B shares
during the period to the next general meeting, on one or more occasions.  The
authorisation refers to a maximum of 10 per cent of the registered share capital
at the time of the authorisation. New issues of shares shall be made in
accordance with standard market procedures.

The meeting also authorised the board, for the period up to the next general
meeting, to decide to use assets which may be used in allocating profits, on one
or more occasions, to acquire shares in the Company such that after the
acquisition the Company owns no more than 10 per cent of the registered shares
in the Company.
The shares may be acquired in other ways than in proportion to the shareholders'
holdings through acquisition on the Stockholm Stock Exchange or through
acquisition offers addressed to all shareholders. When acquiring shares on the
Stockholm Stock Exchange the price must lie within the registered price interval
at any one time. In the case of acquisition offers addressed to the
shareholders, the price must be the lowest offered share price with a maximum
excess of 30 per cent.  The purpose of the buyback of a company's own shares
shall be to improve the capital structure, to be used in the financing of
acquisitions etc. or to enable through subsequent withdrawal the neutralisation
of the dilution that may arise in connection with the conversion of convertibles
issued by the Company.

The meeting also authorised the board to take a decision on the disposal of
shares during the period up to the next general meeting. This authorisation
entitles the board to take decisions on to who the disposal shall be made,
including the conditions for and the way in which the disposal shall be made. In
the case of disposal on the Stockholm Stock Exchange, the authorisation grants
the board the right to divest shares at a price which lies within the registered
price interval at any one time. If not divested on the Stockholm Stock Exchange,
the price shall as a minimum be equal to the market price at the time of the
disposal. The authorisation entitles the board to take decisions on other issues
related to the acquisition and transfer of shares held by the company. 

The meeting decided to approve the decision of the board whereby Peab AB will
take out a convertible debenture loan for a nominal value of SEK 600 million,
which may be converted to shares in the B series through the issue of SEK
12,000,000 promissory notes, as of December 1, 2007 to November 30, 2012. The
right to subscribe to convertibles is granted, with a departure from the
preferential rights of the shareholders, a wholly-owned subsidiary to Peab AB,
with the right and obligation of the subsidiary to offer employees in the Peab
AB group and the Peab Industri AB group to acquire the convertibles as of
November 26, 2007 to December 12, 2007.

Each convertible promissory note can during the period December 1-15, 2010 to
December 1-15, 2011, as well as during the period September 16-30, 2012, be
converted to a share in the B series in Peab. Conversion may be made at a rate
corresponding to 125 per cent of the listed average latest buying price during
the period from November 1, 2007 to November 14, 2007 for shares of the B series
in Peab on the official list at the Stockholm Stock Exchange. However, the
minimum conversion rate shall be SEK 50. At a conversion rate of SEK 50 the
maximum dilution amounts to approximately 6.9 per cent of the share capital and
3.4 per cent of the votes.

The meeting also decided to approve the issue of a total of 6.7 million
convertibles to a maximum nominal value of SEK 400,000,000, which the board of
directors of Peab Industri AB resolved on March 29, 2007. The convertibles are
valid from December 1, 2007 to November 30, 2012. The right to subscribe to
convertibles is granted, with a departure from the preferential rights of the
shareholders, a wholly-owned subsidiary to Peab AB, with the right and
obligation of the subsidiary to offer employees in the Peab AB group and the
Peab Industri AB group to acquire the convertibles as of November 26, 2007 to
December 12, 2007.

Malte Åkerström and Leif Franzon were re-elected to the nomination committee,
while Göran Grosskopf and Fredrik Paulsson were newly elected.
Malte Åkerström was re-elected chairman of the nomination committee.

For further information, please contact:
Mats Leifland, deputy managing director of Peab AB: +46 733 37 10 06
Gösta Sjöström, public relations manager of Peab AB: +46 733 37 10 10

Previous press releases issued by Peab may be viewed at peab.se.


Peab is one of the leading construction and civil engineering companies in the
Nordic countries with a net sale exceeding SEK 30 billion and approximately
12,000 employees. The Group's subsidiaries have strategically located offices in
Sweden, Norway and Finland. The share is listed on the Nordic Exchange. The
registered office of the Group is at Förslöv, Skåne in south of Sweden. 

Anhänge

05162266.pdf
GlobeNewswire