An extraordinary general meeting in Anoto Group AB (publ) was held on November 15, 2013. The general meeting decided, unanimously and according to the board of directors proposal, to approve the board of directors decision to implement a rights issue of a maximum of 260 437 137 shares. At full subscription, the rights issue will raise approximately SEK 65.1m before issue costs.
The extraordinary general meeting decided today, in accordance with the board of director´s proposal, to approve the boards resolution of October 16 2013 to increase the share capital with a maximum of SEK 5 208 742.74 through issuance of a maximum of 260 437 137 shares.
The shares are issued with preferential rights for existing shareholders. Two existing shares entitle to subscription for three new shares. For every share held on the record day, the shareholder will receive one (1) subscription right. Two (2) subscription rights entitle to subscription for three (3) new shares. The subscription price has been fixed at SEK 0.25 per share. At full subscription, Anoto will raise SEK 65 109 284 before issue cost. The rights issue is fully guaranteed through underwriting commitment.
At the general meeting, it was also decided to amend the articles of association. In the articles of association, § 4, the share capital limits were changed from the existing minimum of SEK 1 500 000 and maximum of SEK 6 000 000 to a minimum of SEK 3 400 000 and a maximum of SEK 13 600 000. In § 5, the limits on the number of shares was changed from the existing minimum of 75 000 000 shares and maximum of 300 000 000 shares to a minimum of 170 000 000 shares and maximum of 680 000 000 shares.
In the notice to the extraordinary general meeting, there was a proposal for the board of directors to be mandated to issue shares, convertibles or warrants. The board of directors decided to withdraw this proposal. In the notice, it was also included proposals to establish a share based incentive program and to mandate the board to issue warrants related to the incentive program. These proposals were also withdrawn by the board of directors.
Additional details and information about background and reasons for the rights issue can be found in the press release from October 18, 2013.
For further information, please contact:
Stein Revelsby, CEO Tel. +46 (0)733 45 12 05
Anoto Group AB (publ.) Box 4106 SE-227 22 Lund Tel.: +46 46 540 12 00 www.anoto.com
The information in this press release is published pursuant to the Swedish Securities Markets Act. The information was submitted for publication at 17.30 on November 15, 2013.
About Anoto Group: Anoto Group AB is a global leader in digital writing solutions, which enables fast and reliable transmission of handwriting into a digital format. Anoto operates worldwide through a global partner network that delivers user-friendly digital writing solutions for efficient capture, transmission, distribution and storage of data. Anoto is currently in use across multiple business segments, e.g. consumer, healthcare, banking and finance, transportation and logistics and education. The Anoto Group has over 100 employees and is headquartered in Lund (Sweden). The company also has offices in Basingstoke, Guildford and Wetherby (UK), Amsterdam (NL), Boston (US) and Tokyo (Japan). The Anoto share is traded on the Small Cap list of NASDAQ OMX Stockholm under the ticker ANOT. For more information, please visit: www.anoto.com.
Important information In certain jurisdictions, publication or distribution of this press release may be subject to legal restrictions and persons in those jurisdictions where this press release has been published or distributed should inform themselves about and abide by such legal restrictions.
This press release may not be made public, published or distributed, directly or indirectly, in or into the United States, Canada, South Africa, Australia, Switzerland, Singapore, Hong Kong, Japan or in any other country where such action is subject in full or in part to legal restrictions, nor may the information in this press release be forwarded, reproduced or disclosed in any way that is in conflict with such restrictions. Failure to follow this instruction may involve a breach of the United States Securities Act of 1933 ("Securities Act") or applicable laws in other jurisdictions.
This press release does not contain or constitute an invitation or offer to acquire, subscribe for or otherwise trade in shares, subscription rights or other securities in Anoto. The invitation to the persons concerned to subscribe for shares in Anoto will only be made through the prospectus that Anoto expects to publish on November 21, 2013, which prospectus, among other things, will contain financial statements and information on the Board of Directors and auditor of Anoto.
Neither the subscription rights, the paid subscription shares (BTA) or the new shares will be registered in accordance with the Securities Act or any provincial act in Canada, and may not be transferred or offered for sale in the United States or Canada, or to persons resident there, or on behalf of such persons, other than in such exceptional cases where registration in accordance with the Securities Act or any provincial act in Canada is not required.
