Decisions of extraordinary general meeting
Resolution of the Extraordinary General Meeting of Componenta
Componenta Corporation Stock Exchange Release 27.6.2014 at 12.25
The Extraordinary General Meeting of Componenta Corporation, held on 27 June 2014, resolved to authorise the Board of Directors, in accordance with its proposal, to resolve on a share issue and an issue of special rights entitling to shares as referred to in Chapter 10, Section 1 of the Limited Liability Companies Act in one or several installments, either against payment or without payment. The aggregate amount of shares to be issued, including the shares to be received based on special rights, shall not exceed 9,000,000 shares. The proposed maximum amount of the authorisation corresponds approximately to 31 per cent of all the shares in the company, and in conjunction with the authorisation to resolve on a share issue and issue of special rights entitling to shares amounting to a maximum 6,000,000 shares given to the Board of Directors by the Annual General Meeting of shareholders on 13 March 2014, approximately to 51 per cent of all the shares in the company. The Board of Directors may resolve to issue either new shares or to transfer treasury shares potentially held by the company.
The authorisation entitles the Board of Directors to resolve on all conditions for the share issue and the issue of special rights entitling to shares, including the right to derogate from the pre-emptive right of the shareholders. The authorisation may be used to strengthen the balance sheet and financial position of the company. The company has earlier announced that is has started the financing arrangements aiming to re-finance the company’s interest bearing debt with new long-term financing instruments. The arrangements have made progress according to plan and are targeted to be completed in the change of June-July. The financing arrangements and a possible share issue to be carried out in connection with them are aiming to decrease financial expenses and ensure the sufficient financing and liquidity for the company’s future development.
The authorisation is in force until the next Annual General Meeting, however no longer than until 30 June 2015. The authorisation does not cancel the earlier authorisation to resolve on a share issue and issue of special rights entitling to shares given to the Board of Directors by the Annual General Meeting of shareholders on 13 March 2014.
The presentation given by the President and CEO in the general meeting is available on the company’s website at www.componenta.com.
Helsinki, 27 June 2014
President and CEO
For further information, please contact:
President and CEO
tel. +358 10 403 2200
tel. +358 10 403 2723
Componenta is a metal sector company with international operations and production plants located in Finland, Turkey, the Netherlands and Sweden. The net sales of Componenta were EUR 511 million in 2013 and its share is listed on the NASDAQ OMX Helsinki. The Group employs approx. 4,400 people. Componenta specializes in supplying cast and machined components and total solutions made of them to its global customers, who are manufacturers of vehicles, machines and equipment.