SMT & Inspection | May 19, 2009
Micronic buy of Mydata completed
Micronic has entered into an agreement to acquire MYDATA automation in accordance with the Letter of Intent announced on 21 April 2009. According to the agreement, Micronic acquires MYDATA from Skanditek Industriförvaltning and MYDATA's minority shareholders. The Agreement comprises all shares in MYDATA.
Summary · Consideration for the shares in MYDATA is made in the form of newly issued Micronic shares. · Following the Transaction, Skanditek will be the largest shareholder in Micronic owning approximately 38% of the capital and votes. · The Transaction is conditional upon that an extraordinary general meeting in Micronic (scheduled for 2 July 2009) approves the new share issue of approximately 26.1 million shares as well as an amendment of the articles of association in order to enable the new share issue, which requires support of shareholders representing not less than 2/3 of the votes cast as well as of the shares represented at the EGM. The transaction in brief The Transaction implies that Micronic will issue new shares as consideration for the acquired MYDATA shares so that MYDATA Shareholders after the Transaction become owners of 40% of the shares in Micronic. Based on Micronic's closing share price on NASDAQ OMX Stockholm on 18 May 2009 of SEK 11.65, the market capitalisation of Micronic totals SEK 456 million, entailing that the Transaction values MYDATA to SEK 304 million. The intention is that Skanditek will have the right to appoint two of five (or corresponding ratio) board members in connection with Micronic's EGM. Skanditek undertakes, with limited exceptions, not to sell the Micronic shares that has been received in the Transaction for a period of 24 months from the EGM. Catella funds, being the second largest shareholder in Micronic (with 9.8% of capital and votes) as well as the largest institutional shareholder (with 19.3% of capital and votes) in Skanditek, supports the Transaction and intends to vote in favour thereof at the EGM.