Lund, Sweden, 2014-04-22 15:00 CEST (GLOBE NEWSWIRE) --
N.B. the English version below is an office translation. In case of any discrepancy between the Swedish and the English version, the Swedish version shall prevail.
The following resolutions, among others, were adopted by the annual general meeting of Tribona AB (publ) held on 22 April 2014:
Dividend
The annual general meeting resolved, in respect of the 2013 financial year, to affirm the appropriation of the company's profit as proposed by the board of directors and that a dividend be issued of SEK 0.50 per share, totalling SEK 19,462,821. 25 April 2014 was adopted as the record date for dividends and thus payment of dividends is expected to take place on 30 April 2014.
Discharge from liability
The annual general meeting granted the directors and CEO discharge from liability in respect of the 2013 financial year.
Board of directors and auditor
The annual general meeting resolved to re-elect Mats-Olof Ljungquist, Rutger Arnhult, Malin Rylander Leijon, Patrik Essehorn and Christina Källenfors as directors. Mats-Olof Ljungquist was re-elected as chairman of the board. The shareholders at the annual general meeting resolved that, for the period until the next annual general meeting, fees shall be paid in the amount of SEK 150,000 to the chairman of the board and SEK 100,000 each to the other directors.
The annual general meeting re-elected the registered accounting firm Ernst & Young AB as the company's auditors. Remuneration according to an authorized account.
Resolution regarding new issue
The annual general meeting resolved on a new issue of shares subject to pre-emption rights for the shareholders, with the aim of creating conditions to enable the company to achieve previously communicated growth targets. The company’s long-term objective is to grow from almost SEK six billion in aggregate property value to SEK 10-12 billion.
The new issue was resolved upon subject to the following main terms. Shareholders of Tribona shall enjoy pre-emption rights to subscribe for one (1) new share in respect of four (4) existing shares. The subscription price shall be SEK 30 per share and the new issue shall cover no more than 9,731,410 shares; in the event of full subscription, this shall correspond to issue proceeds of approximately SEK 292 million before issuance costs. Assuming that the new issue is subscribed for in full, the share capital will be increased by approximately SEK 155,703.
The record date shall be 5 May 2014 and, consequently, the final day for trading in the company's shares inclusive of the entitlement to subscription rights will be 29 April 2014. A prospectus is expected to be published on 5 May 2014. The subscription period will commence on 8 May and run up to and including 22 May 2014, or such later date as decided upon by the board of directors. Trading in subscription rights will take place commencing 8 May up to and including 19 May 2014. The result of the new issue is expected to be published on 27 May 2014.
Subscription pursuant to subscription rights shall take place through payment. Subscription which is not pursuant to subscription rights shall take place on a subscription list. Where subscription for shares is not pursuant to subscription rights, payment shall take place in accordance with information on the contract note, however no later than three business days following dispatch of the contract note. Where subscription for shares is not pursuant to subscription rights, shares shall be allotted to those persons whose subscription is not pursuant to subscription rights. Where subscription is not pursuant to subscription rights, allotment shall take place primarily to those persons who have also subscribed for shares pursuant to subscription rights and, insofar as allotment cannot take place in full, it shall take place pro rata to the number of shares subscribed for by each party pursuant to subscription rights and, insofar as such cannot take place, through the drawing of lots. Where subscription is not pursuant to subscription rights, allotment shall take place secondarily to other parties whose subscription for shares is not pursuant to subscription rights and, insofar as such cannot take place in full, pro rata to the number of shares each party applied to subscribe for and, insofar as such cannot take place, through the drawing of lots.
New shares shall carry an entitlement to dividends on the first record date for dividends that occurs after the new shares have been registered.
Other resolutions
The annual general meeting resolved to authorise the board of directors, on one or more occasions during the period until the next annual general meeting, to decide on the acqusition or transfer of own shares.
Acquisitions may take place (i) through an offer to all shareholders at a price corresponding to the price quoted on the exchange when the offer is published, or (ii) through purchase on NASDAQ OMX Stockholm at a price within the spread registered from time to time. Such a number of shares may be acquired that the number of shares held in treasury following any acquisition does not exceed one-tenth of the total number of shares in the company.
Transfer may take place on NASDAQ OMX Stockholm prior to the next annual general meeting, applying shareholders’ pre-emption rights or, disapplying shareholders’ pre-emption rights, to a third party. Payment for transferred shares may be made in cash, through non-cash consideration, or by means of a debt/equity swap, or otherwise subject to conditions. Transfer may take place of such number of shares as does not exceed the number of shares held by the company in treasury from time to time. Transfer on NASDAQ OMX Stockholm shall take place at a price within the applicable spread registered on NASDAQ OMX Stockholm from time to time, whereby “spread”means the range between the highest bid price and the lowest ask from time to time.
The purpose of the authorisation is to improve the company's capital structure or to enable the transfer of shares in connection with financing of possible acquisitions.
In addition, resolutions also adopted regarding instructions for the nomination committee as well as guidelines regarding compensation to senior executives.
For further information:
Per Johansson, CEO: +46 708 17 13 63, email: per.johansson@tribona.se
The information in this press release comprises such information as Tribona AB (publ) is required to publish in accordance with the Securities Market Act or the Financial Instruments Trading Act. The information was provided for publication at 3.00pm on 22 April 2014.
About Tribona Tribona is Sweden’s largest listed pure-play logistic property company. The property portfolio consists of modern and strategically located logistic properties, 21 in Sweden and one in Denmark, with a total lettable area of about 711 000 square meters. For more information, visit www.tribona.se
