BVRP Software Group: Minutes of the Combined General Meeting


PARIS, July 19, 2001 (PRIMEZONE) -- The Combined General Meeting that was first called on June 28, 2001 and again on July 10, 2001, approved all the resolutions submitted to the shareholders' vote. The main resolutions concerned the change in the accounts closing date, the appointment of a new director and the approval of two financing operations.


 1.  Change in the date of fiscal period closure

From now on, BVRP Software shall close its fiscal period on December 31. This amendment is a result of the takeover of AB Soft and is connected with the technical constraints stemming from the switchover to the Euro on January 1, 2002. This proposal will apply to the current period that will end on December 31, 2001. Moreover, this change will make financial communication easier as it will now follow the calendar quarters.

An interim closure on July 31, 2001 (for the last 12 months) will be audited and communicated to the markets in October 2001 as during previous years.


 2.  Appointment of a new director

Mr. Bertrand Michels, founder and majority shareholder in AB Soft, before the takeover by BVRP, was appointed as a BVRP director. He will join the group's Board of Directors composed of Bruno Vanryb, Chairman-CEO, Roger Politis, General Manager, Thierry Bonnefoi, Chief Financial Officer, and Denis Ferault, Marketing Manager.


 3.  Approval of financing projects

The meeting authorized the board of directors to conclude two financing operations with the Society General Bank:


 -- An issue of bonds convertible and/or exchangeable into new shares
    for a maximum amount of EUR 7 million;
 
 -- Financing through an Equity Line for a maximum of 1 million share
    subscription warrants reserved for the Society General, giving the
    right to subscribe to an increase in capital.

These operations will enable the financing of BVRP Software's external growth in order to continue and strengthen our company's development strategy.

The issue of share subscription warrants will enable BVRP to obtain financing using a flexible mechanism for a sum which may reach EUR 20 million over two years. Indeed, in return for a maximum of 1 million share subscription warrants in its favor, the Society General undertakes to subscribe to capital increases up to a limit of EUR 20 million decided on by BVRP, in the form of a reserved draw, by exercising on BVRP's request the share subscription warrants allocated to it in one or several operations.

These two operations are subject to the approval of the COB (Stock Exchange Authorities) and a complete information memo for each of them shall be issued in the coming weeks.



            

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