Electronics Production | April 07, 2010
Note with new share issue
An EGM (Extraordinary General Meeting) on 7 April 2010 at Swedish EMS-provider Note resolved to approve the Board of Directors’ decision on the new issue of shares.
The EGM resolved to amend the Articles of Association regarding the capital limits and limits on the number of shares to enable the new share issue and resolved to approve the Board of Directors’ decision on the new issue of shares, whereby share capital could increase by a maximum amount of SEK 9,624,200 through the issue of a maximum of 19,248,400 new shares. The terms and conditions for the issue imply that each existing Note share entitles the holder to two (2) subscription rights and one (1) subscription right entitles the holder to subscribe for one (1) new share. The subscription price is SEK 4.50 per share, which means that the new share issue will raise Note a maximum of some SEK 87 m before deducting issue costs. The record date for receiving subscription rights with Euroclear Sweden AB is 12 April 2010. This means that the Note share will be trading ex rights from 8 April 2010 onwards. The subscription period will run from 22 April 2010 to 6 May 2010, both dates inclusive, or a later date decided by the Board of Directors. Shareholders that choose not to participate in the new share issue will have their participating interests diluted by some 67%, but will have an opportunity for financial compensation for the dilution effect by selling their subscription rights. Subscription undertakings and issue guarantees Investment AB Öresund, MGA Placeringar AB, Catella Fondförvaltning AB, Bruce Grant via companies, Herma Securities AB and CLS Holding plc via subsidiaries, which are some of the largest shareholders of Note, support the new share issue and have undertaken to subscribe for shares in the new share issue corresponding to their participating interest in Note, corresponding to a total of some 33% of the new share issue. Assuming the satisfaction of certain conditions, the remainder of the new share issue is guaranteed by Investment AB Öresund, MGA Holding AB, Catella Fondförvaltning AB, Herma Securities AB and CLS Holding plc via subsidiaries. Accordingly, the new share issue is fully underwritten through subscription agreements and guarantee commitments.