Share monitor

Marel hf. is listed on Nasdaq OMX Iceland under the symbol MARL.

Nominal value of each share is one ISK. Shareholders are around 2,500.

Shareholders

Top 20 largest shareholders (as of 18 February 2019)

Marel had approximately 2,500 shareholders at year-end 2018 whereby Eyrir Invest hf. is Marel’s largest shareholder. In total the ten largest shareholders held 67.2% of the total issued shares and thereof the Icelandic pension funds held 41.4% of Marel’s issued share capital.

Marel shares were the most actively traded on NASDAQ Iceland in 2018 and the free float was 72%.

*The EGM on 22 November 2018 approved all proposals presented by the board. There were two proposals on the meeting’s agenda. The meeting approved that the Company’s share capital shall be reduced by ISK 52,983,076 nominal value, from ISK 735,568,997 to ISK 682,585,921 nominal value. The reduction will be executed by way of cancelling 52,983,076 of the Company‘s own shares of ISK 1 each, in accordance with the provisions of Act No. 2/1995 on Public Limited Companies.

The EGM also approved an authorization for the Company to initiate a formal share buyback program that complies with the provisions of the Act on Securities Transactions No. 108/2007 and appendix to Regulation on Insider Information and Market Manipulation No. 630/2005. The Company may purchase up to 34,129,296 shares in total under the program, corresponding to 5% of the share capital. For further information, please see Marel’s announcement on 22 November 2018.

Dividends

Marel’s dividend policy was first disclosed at Marel’s annual general meeting in March 2011. Over the past five years, the dividend payout ratio has been between 20-30%.

Dividend policy

• Target of 2-3 times Net debt/EBITDA ratio
• Excess capital used to stimulate growth and value creation, as well as paying dividends
• Dividend or share buy-back targeted at 20-40% of net profits

Dividend history

*No dividend was paid 2014 for the operational year 2013.
**Dividend yield, %: Dividend per share / Price per share at previous year-end
***Payout Ratio: Total dividend paid / Net income of previous year

Share capital

At year-end 2017, there were 735.6 million Marel shares issued, all in one class. Of the total share capital base, Marel holds 5.68% or 41.7 million treasury shares. During the year, Marel purchased 22.2 million treasury shares for a total amount of EUR 63.5 million to be used as a payment for potential future acquisitions.

Marel sold 0.9 million treasury shares for EUR 2.5 million to the management of Sulmaq as part of Marel‘s acquisition of Sulmaq. The sold shares are subject to a lock-in period of 18 months from the date of closing which was August 31, 2017. Marel also sold 1.1 million treasury shares for a total amount of EUR 1.2 million to fulfill employees’ stock option schedules. Stock options are granted to management and selected key employees. At the end of 2017 granted and unexercised stock options totaled 9.9 million shares, of which 1.7 million were exercisable at the end of 2017. The remainder will become vested in the years 2018 to 2021.

At the company’s 2014 annual general meeting, shareholders authorized the Board of Directors to increase the company’s share capital by 35 million shares to fulfill stock option agreements. This authorization is valid for five years following its adoption.

Distribution of shares

(excluding treasury shares, as of 31 December 2017)