Lund, 29 September 2015 – At yesterday Extra General Meeting in Anoto Group AB (publ), the following main resolutions were adopted.
Election of member of the Board of Directors
It was resolved in accordance with the proposal by the Nomination Committee, that the Board of Directors until the end of the next Annual General Meeting should consist of six members, that Stein Revelsby and Henric Ankarcrona should be new members of the Board of Directors and that the remuneration to be paid to Henric Ankarcrona should amount to SEK 200,000.
Resolution to grant stock options to the CEO
It was resolved to grant 9,042,361 stock options, representing approximately 1.00 per cent of the share capital and votes after dilution, to the CEO. The incentive scheme means that the CEO will be granted the stock options free of charge. The options can be exercised to purchase shares from the date of publication of the Company's quarterly report for the third quarter of 2018, but no later than 1 December 2018, until 31 December 2018.
Provided that the CEO is still employed by the Group at the exercise of the options, the CEO is entitled to purchase shares in Anoto Group AB at a price equal to 130 per cent of the average closing price of the Company's shares on Nasdaq Stockholm during the period from 25 September 2015 up to and including 2 October 2015.
Resolution to implement an incentive scheme for the Chairman of the Board of Directors
It was resolved to adopt an incentive scheme for the Chairman of the Board of Directors and to grant 9,042,361 stock options to the Chairman, representing approximately 1.00 percent of the share capital and votes after dilution. The incentive scheme means that the Chairman will be granted the stock options free of charge. The options can be exercised to purchase shares from the date of publication of the Company's quarterly report for the third quarter of 2018, but no later than 1 December 2018, until 31 December 2018. The incentive scheme means that the CEO will be granted the stock options free of charge. The options can be exercised to purchase shares from the date of publication of the Company's quarterly report for the third quarter of 2018, but no later than 1 December 2018, until 31 December 2018.
Provided that the participant is still a board member of the Company or available for re-election as board member at the exercise of the options, the participant is entitled to purchase shares in Anoto Group AB at a price equal to 130 per cent of the average closing price of the Company's shares on Nasdaq Stockholm during the period from 25 September 2015 up to and including 2 October 2015.
Resolution to authorise the Board of Directors to issue warrants
To ensure delivery of shares to participants pursuant to the incentive schemes of the Company and to cover any social security costs related to the incentive schemes, it was resolved to authorise the Board of Directors, on one or more occasions until the next Annual General Meeting, to issue up to 26,355,000 warrants, representing approximately 2.86 per cent of the share capital and votes after dilution.
Resolution to authorise the Board of Directors to issue new shares and/or convertible bonds
It was resolved to authorise the Board of Directors to resolve, on one or several occasions during the period until the next Annual General Meeting, with or without deviation from the shareholders’ preferential rights, against cash payment, for payment in kind or by way of set-off, to issue shares and/or convertible bonds that involve the issue of or conversion into a maximum of 158,000,000 shares, corresponding to a dilution of approximately 15.00 percent of the share capital and votes, based on the current number of shares in the Company. The purpose of the authorisation and the reason for any disapplication of the shareholders' preferential rights is for the Company to be able to participate in the consolidation of the market for development and manufacturing of digital pens through the issuance of financial instruments as consideration in connection with possible acquisitions that the Company may carry out, and also to increase the financial flexibility of the Company to finance general corporate business activities. The basis for the issue price shall be according to the prevailing market conditions at the time when shares and/or convertible bonds are issued.
For further information, please contact:
Jörgen Durban, Chairman of the Board
Anoto Group AB
+46 70 326 66 81
The information in this press release is published pursuant to the Swedish Financial Instruments Trading Act. The information was submitted for publication on 29th September, 2015.
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 and Wetherby (UK), Los Angeles and Boston (US) and Tokyo (Japan). The Anoto share is traded on the Small Cap list of Nasdaq Stockholm under the ticker ANOT.
For more information, please visit: www.anoto.com.
Follow Anoto on Twitter at: @Anoto
