The obligation to notify major shareholdings and proportions of voting rights applies to listed companies’ shareholders, persons comparable to a shareholder and the listed company itself.
A notification is made whenever one’s proportion of holdings or votes in any listed company reaches, exceeds or falls below a disclosure threshold. The thresholds are 5%, 10%, 15%, 20%, 25%, 30%, 50%, 2/3 and 90% of the number of voting rights or shares in a company.
A notification of major holdings must be made to both the Financial Supervisory Authority (FIN-FSA) and the listed company without undue delay. The information should be sent to Fiskars by email to email@example.com
Further information on the FSA webpage.
Changes in holdings among the largest shareholders
On December 29, 2017, Fiskars Corporation received the following notification: The direct and indirect ownership of Turret Oy Ab and Holdix Oy Ab has exceeded the 25 percent threshold. The threshold was exceeded on December 29, 2017. Turret Oy Ab, Holdix Oy Ab and the closely associated persons hold in total 23 883 711 shares in Fiskars Corporation, which corresponds to 29.16 per cent of all shares and votes in Fiskars Corporation.
Turret Oy Ab and Holdix Oy Ab as well as certain closely associated persons have on December 29, 2017, entered into a co-operation concerning their ownership in Fiskars Corporation. The parties have entered into the co-operation with the purpose of acting as an engaged owner with a long-term ownership horizon focused on further developing Fiskars' operations and shareholder value.
The co-operation comprises a shareholders' agreement between Turret Oy Ab and Holdix Oy Ab which the closely associated persons have undertaken to comply with as applicable. The closely associated persons comprise Paul Ehrnrooth, Jacob Ehrnrooth and Sophia Ehrnrooth, all of whom are closely associated with Turret Oy Ab, as well as Elsa Fromond, Louise Fromond and Anna Fromond, all of whom are closely associated with Holdix Oy Ab.
Within the framework of the shareholders' agreement the parties are expected, through the ownership co-operation, to form a united view on how the rights of the parties as shareholders of Fiskars Corporation should be exercised. Furthermore, the parties have agreed on a pre-emption right in case a shareholder wishes to sell shares in Fiskars Corporation. The agreement also contains a number of other terms and conditions customary in this kind of ownership co-operation.
The parties have no intention of making a tender offer for Fiskars Corporation and the aggregate ownership will, in accordance with the current strategy, remain below 30 per cent.
In accordance to the shareholders’ agreement regarding Turret Oy Ab, which Fiskars Corporation published as a stock exchange release on May 27, 2016, control of Turret Oy Ab has been transferred to Paul Ehrnrooth. Other closely associated persons do not have control of Turret Oy Ab, Holdix Oy Ab or Fiskars Corporation.
The total number of shares in Fiskars Corporation is 81 905 242. The shares of Fiskars Corporation are listed on the Nasdaq Helsinki Ltd. The corporation has one series of shares. Each share has one vote.
On February 10, 2016 Fiskars was informed that the holdings of the shares and voting rights of Virala Oy Ab have increased above the 15 per cent flagging threshold. The aggregate holdings of Virala Oy Ab total to 12,300,000 shares in Fiskars Corporation, corresponding to 15.02 per cent of the Fiskars Corporation’s shares and voting rights.
On May 26, 2016, Fiskars Corporation received the following notification: Control in Turret Oy Ab has been transferred to Paul Ehrnrooth. Paul Ehrnrooth, Turret Ab Oy, Jacob Ehrnrooth and Sophia Ehrnrooth have signed a shareholder’s agreement where all parties have agreed to vote in Fiskars Corporation’s General Meetings in accordance with the position of Turret Oy Ab. The parties of the shareholder’s agreement have agreed on a mutual pre-emption right, if any of the parties plans to sell Fiskars Corporation’s shares. The voting rights held by Paul Ehrnrooth have increased above the 15 % flagging threshold. After exceeding the threshold for flagging notification, Paul Ehrnrooth’s indirect holdings correspond to 11.39 % of the shares and 15.28 % of the voting rights in Fiskars Corporation. The increase took place on May 26, 2016.
The aggregate holdings of Turret Oy Ab total to 9 330 961 shares in Fiskars Corporation, corresponding to 11.39 % of the Fiskars Corporation’s shares and voting rights. The holdings of Jacob Ehrnrooth correspond to 1.99% of the Fiskars Corporation’s shares and voting rights. The holdings of Sophia Ehrnrooth correspond to 1.90 % of the Fiskars Corporation’s shares and the voting rights.
Fiskars was not informed of any significant change among its largest shareholders during 2011–2015.
During the year Fiskars was informed on the following changes among the largest shareholders of the Company:
On December 13, 2010, Holdix Oy Ab announced that its shareholding in Fiskars had risen above the 10 per cent (1/10) threshold. Holdix Oy Ab now owns 8,229,050 Fiskars shares, which represents 10.03 per cent of Fiskars' share capital and voting rights.
On December 15, 2010, Holdix Oy Ab decided to commence a share issue which resulted in Elsa Fromond no longer having a controlling interest in Holdix Oy Ab. Elsa Fromond's direct ownership in Fiskars falls below the 5 per cent (1/20) flagging threshold.
The voting rights of Robert G. Ehrnrooth fell below the 1/10 threshold on June 15, 2009 when his controlling interest ended at Turret Oy Ab.
The voting rights of Virala Oy Ab fell below the 3/20 threshold, holdings of Elsa Fromond together with the company Holdix Oy Ab in which she has a controlling interest exceeded the 1/10 threshold, and the voting rights of Oy Julius Tallberg Ab fell below the 1/20 threshold, following the combination of share series on July 30, 2009 and the merger of Agrofin and Fiskars on July 31, 2009.
Elsa Fromond together with the company Holdix Oy Ab in which she has a controlling interest fell below the 1/10 threshold on October 5, 2009.
Updated December 19, 2018