NASDAQ STOCKHOLM WARNS AVTECH SWEDEN AB
Stockholm March 16, 2015 — The Disciplinary Committee of NASDAQ OMX Stockholm AB (the “Exchange”) has found that Avtech Sweden AB (“Avtech”) has contravened the regulations of the First North (the “Rulebook”) and has therefore issued a warning to Avtech.
The case concerns Avtech’s violation of items 4.2(a) and 4.2(d) of the Rulebook.
In July 2014, Avtech disclosed a press release with information about an order. The press release did not include the contract value, since Avtech was unable to reveal this pursuant to a non-disclosure agreement with the counterparty. According to the Rulebook, the company is obliged to provide information that enables an assessment of the effect of the information disclosed on the company and the share price.
In September the same year, an article was published based on an interview with Avtech’s CEO. In the article the CEO gave details regarding when the current order would be reflected in the company’s sales.The article had an impact on the share price. Following the publication of the article, and after being urged to do so by the Exchange, Avtech disclosed a press release containing the information provided in the interview.
The Disciplinary Committee concludes that Avtech had placed itself in a precarious situation by entering into an unconditional non-disclosure agreement. In several previous decisions the Disciplinary Committee has stated that listed companies are not permitted to commit themselves to non-disclosure agreements that prevent them from providing information that is of relevance to the stock market. It is standard practice to indicate an approximate order value, and it would have been possible to calculate such a value in this particular case, even though it would have been necessary to state in the press release, that the value was subject to certain reservations. The press release was therefore considered to be incomplete.
With respect to the interview with Avtech’s CEO, the Disciplinary Committee states that the company had not previously explicitly announced that sales would be affected at a certain point in time. Accordingly, Avtech was deemed to have violated the Rulebook by revealing such details in the interview.
The Disciplinary Committee has therefore found that Avtech has breached the rules in respect of both the incomplete press release and the details revealed to the media. After considering certain extenuating circumstances, the Disciplinary Committee has found, subject to some doubt, that Avtech’s violations can be seen as less serious. Accordingly, it has been decided that the sanction should be set as a warning.
A more detailed description of the case and the Disciplinary Committee’s ruling is published on:
Participating in the Committee’s decision were former Supreme Court Justice Johan Munck, former Stock Exchange Governor Carl Johan Högbom, Company Director Jack Junel and Lawyer Wilhelm Lüning.
About the Disciplinary Committee
The role of Nasdaq Stockholm’s Disciplinary Committee is to consider suspicions regarding whether Exchange Members or listed companies have breached the rules and regulations applying on the Exchange. If the Exchange suspects that a member or a listed company has acted in breach of the rules and regulations, the matter is reported to the Disciplinary Committee. The Exchange investigates the suspicions and pursues the matter and the Disciplinary Committee adjudges the matter and issues a ruling regarding possible sanctions. The sanctions possible for listed companies are a warning, a fine or delisting. The fines that may be imposed range from one to 15 annual fees. The sanctions possible for Exchange Members are a warning, a fine or debarment. Fines paid are not included in the Exchange’s business but are attributed to a foundation supporting research in the securities market. The Disciplinary Committee's Chairman and Deputy Chairman must be lawyers with experience of serving as judges. At least two of the other members of the Committee must have in-depth insight into the workings of the securities market.
Members: Former Supreme Court Justice Johan Munck (Chairman), Supreme Court Justice Marianne Lundius (Deputy Chairman), Professor emirita Madeleine Leijonhufvud, Company Director Stefan Erneholm and Company Director Anders Oscarsson. Deputies: Former Authorized Public Accountant Bo Magnusson, Lawyer Wilhelm Lüning, Company Director Jack Junel, Ragnar Boman (MBA) and Carl Johan Högbom (MBA).
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