Issued Share Capital

The authorized share capital of the Company is two hundred million euros (EUR200,000,000). This share capital is divided into four hundred million (400,000,000) ordinary shares with a nominal value of twenty-five eurocents (EUR0.25) each and four hundred million (400,000,000) protective preference shares, with a nominal value of twenty-five euro cents (EUR0.25) each. The protective preference shares can be issued as a protective measure as described in note 3.2.8 Stichting Continuïteit SBM Offshore.

During the financial year the movements in the outstanding number of ordinary shares are as follows:

number of shares

2020

2019

Outstanding at 1 January

198,671,305

205,671,305

Treasury shares cancelled

(10,000,000)

(7,000,000)

Outstanding 31 December

188,671,305

198,671,305

Treasury shares

The Company completed its share repurchase program under authorization granted by the AGM of the Company held on April 10, 2019. In the period between February 13, 2020 and April 3, 2020 a total number of 12,094,623 shares totaling EUR150 million (US$165 million) were repurchased. As a result, the Company decided to cancel 10,000,000 shares in 2020.

A total number of 3,356,563 treasury shares are still reported in the outstanding ordinary shares as at December 31, 2020 and held predominantly for employee share programs. During 2020, a total of 1,182,252 shares were transferred to employee share programs.

Within equity, an amount of US$1,304 million (2019: US$1,206 million) should be treated as legal reserve (please refer to note 4.5.5 Shareholders’ Equity).

Ordinary shares

Of the ordinary shares, 1,931,952 shares were held by members of Management Board, in office as at December 31, 2020 (December 31, 2019: 1,513,936) as detailed below:

Ordinary shares held in the Company by the Management Board

Shares subject to conditional holding requirement

Other shares

Total shares at 31 December 2020

Total shares at 31 December 2019

Bruno Chabas

411,418

716,186

1,127,604

975,910

Philippe Barril

276,071

111,755

387,826

278,428

Erik Lagendijk

186,991

35,427

222,418

143,984

Douglas Wood

194,104

-

194,104

115,614

Total

1,068,584

863,368

1,931,952

1,513,936

Only one member of Supervisory Board member (Sietze Hepkema) holds shares in the Company (256,333 shares as at December 31, 2020), resulting from his previous position as member of the Management Board.