Bulletin from the extraordinary shareholders' meeting in Enzymatica
16 February 2016 - 1:10AM
Today on 15 February 2016, an extra general meeting was held in
Enzymatica AB (publ) ("Enzymatica"). A summary of the resolutions
adopted follows below. All resolutions were adopted
unanimously.
Acquisition of Zymetech by way of
issue in kind of shares and warrants
The
meeting resolved in accordance with the proposal of the board of
directors to approve the acquisition of 2,142,658 shares in
Zymetech ehf. ("Zymetech") through a way of issue in kind of
maximum 20,905,942 shares and 3,982,084 warrants in Enzymatica,
which only can be subscribed by the shareholders in Zymetech.
Subscription and contribution in kind shall be made on 31 May 2016
at the latest.
The assets to be contributed in kind are estimated
to be entered in Enzymaticas balance sheet at a value of SEK
73,243,380, out of which SEK 70,034,906 pertains to the new shares
and SEK 3,208,474 pertains to the warrants. Subsequently, the new
shares are estimated to be issued at an average subscription price
of approximately SEK 3.35 and the warrants at an average value of
approximately SEK 0.81. The final value whereby the contribution in
kind will be included in the balance sheet of Enzymatica and
subsequently the final subscription price of the shares and the
warrants, will, in accordance with the applicable accounting rules,
be determined based on the market price of the shares of Enzymatica
at the time of the closing of the transaction.
Enzymaticas share capital may increase with SEK
836,241.30 through the new issue of shares. Upon exercise of the
warrants, the share capital of Enzymatica may increase with an
amount up to SEK 159,284.05.
Election of new members of the
board of directors
The meeting resolved in
accordance with the proposal of the board of directors that the
board of directors, until the end of the next annual general
meeting, shall consist of nine ordinary board members without
deputies and elected Guðmundur Pálmason and Sigurgeir Guðlaugsson
as new ordinary board members in addition to the current board of
directors. Consequently, the members of the board of directors
shall thereafter consist of Lennart Nilsson (chairman of the
board), Marianne Dicander Alexandersson, Jonas E Forsberg, Anders
Jungbeck, Hans Pihl, Nils Siegbahn, Monica Wallter, Guðmundur
Pálmason and Sigurgeir Guðlaugsson. The resolution is conditional
upon, and shall have effect as of the date of the completion of the
acquisition of Zymetech.
Instructions and rules of
procedures for the nomination committee's appointment
The meeting resolved in accordance with the proposal of
the board of directors that the nomination committee, until a new
nomination committee is appointed, shall include Guðmundur Pálmason
in addition to the current representatives of the nomination
committee, and that Guðmundur Pálmason shall remain in the
nomination committee regardless of significant changes in ownership
of Enzymatica. The resolution is conditional upon, and shall have
effect as of the date of the completion of the acquisition of
Zymetech.
The English text is an unofficial
translation. In case of any discrepancies between the Swedish text
and the English translation, the Swedish text shall
prevail.
For
more information, please contact:
Fredrik Lindberg, CEO Enzymatica AB
Tel: +46 708-86 53 70 | E-post: fredrik.lindberg@enzymatica.com
About Enzymatica AB
Enzymatica is a life science company whose business
concept is to offer effective help against some of our most common
diseases where viruses or bacteria play a decisive role. Over a
short period the company has developed a unique oral spray for
colds, ColdZyme®, and launched it on six markets. The product has
become one of the leading articles for colds in Swedish pharmacies.
Development includes medical devices in upper respiratory
infections and oral health, and veterinary products. The company is
headquartered in Lund, Sweden and is listed on Nasdaq First North.
For more information, please visit www.enzymatica.com.
Press release (PDF)
This
announcement is distributed by NASDAQ OMX Corporate Solutions on
behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely
responsible for the content, accuracy and originality of the
information contained therein.
Source: Enzymatica AB via Globenewswire
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