1515
Annons
Communiqué from the Extraordinary General Meeting of SaveLend Group AB (publ)

The Extraordinary General Meeting of SaveLend Group AB (publ) ("SaveLend Group" or "the Company") was held today, February 18, 2022.

According to the submitted proposals, the meeting resolved:

  • To approve the acquisition of Svensk Kreditförmedling AB in accordance with the board's proposal. SaveLend Group acquires all shares in Svensk Kreditförmedling for a purchase price of SEK 35 million on a cash and debt-free basis. The purchase price is paid at 57% through a promissory note that is intended to be set off against newly issued shares in the Company. The remaining 43% of the purchase price will be paid in cash. The transaction is expected to be completed around March 1, 2022.

  • To carry out a directed new issue of shares in accordance with the board's proposal, to enable the promissory note paid as a partial payment of the acquisition (in accordance with the point above) to be set off against newly issued shares in the Company. In the directed issue, the Company's share capital will increase by a maximum of SEK 53,350.41 through a new issue of a maximum of 2,347,418 shares. The right to subscribe for shares shall, with deviation from the shareholders' preferential rights, only accrue to the sellers of Svensk Kreditförmedling. The Company considers the directed issue of shares to the sellers of Svensk Kreditförmedling to be an advantageous financing solution for the Company in relation to other alternatives. For each subscribed share shall be paid SEK 8.52. The basis for the subscription price is the share's volume-weighted average price over the last ten full trading days before the conclusion of the agreement for the acquisition (in accordance with the point above). The premium shall be added to the free premium fund. Subscription and payment of the newly issued shares shall take place in connection with the acquisition being completed and within three weeks from the date of the issue decision. The board has the right to extend the subscription period and the time for payment. The board's ability to allow set-off in accordance with the conditions specified in chapter 13, Section 41 of the Swedish Companies Act is also recalled. The new shares are entitled to a dividend no earlier than the record date for dividends that falls immediately after the new shares have been registered by the Swedish Companies Registration Office. The board or the person appointed by the board is authorized to make the minor adjustments required for registration of the decision with the Swedish Companies Registration Office.

  • To approve the board's decision from January 30, 2022, on a directed new issue of a maximum of 1,760,563 shares, entailing an increase in the share capital by a maximum of SEK 40,012.80. The right to subscribe for the new shares shall accrue to Thoren Tillväxt AB. The reasons for the deviation from the shareholders' preferential rights are that the Company wants to provide funds to the Company in a rapid and cost-effective manner in connection with the acquisition of Svensk Kreditförmedling. The Company has also evaluated the possibility of raising the necessary capital through a rights issue but has come to the conclusion that such an alternative is not possible, as it would not have met the timetable for completing the acquisition of Svensk Kreditförmedling. The Company thus assesses that the directed issue of shares to Thoren Tillväxt AB is an advantageous financing solution for the Company in relation to other alternatives. The Company also sees great value for the Company as a whole in having a long-term, strategic major shareholder that can contribute positively to the Company's continued expansion. For each subscribed share shall be paid SEK 8.52. The basis for the subscription price is the share's volume-weighted average price over the last ten trading days before the day of the board's decision on the issue. The premium shall be added to the free premium fund. Subscription of the newly issued shares must take place within three weeks from the date of the issue decision. Payment for the subscribed shares must be made within three days after the Extraordinary General Meeting has approved the issue. The board has the right to extend the subscription period and the time for payment. The new shares are entitled to a dividend no earlier than the record date for dividends that falls immediately after the new shares have been registered by the Swedish Companies Registration Office. The board or the person appointed by the board is authorized to make the minor adjustments required for registration of the decision with the Swedish Companies Registration Office.

Complete proposals regarding the Extraordinary General Meeting's resolutions as described above are available on the Company's website www.savelendgroup.se. The minutes of the meeting will also be available on the Company's website www.savelendgroup.se no later than two weeks after the meeting.

Source: MFN
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