Issue of subscription warrants
The Board of Directors of Cinnober Financial Technology AB (publ) decided on April 6 2018 that, pending approval from the upcoming Annual General Meeting, not more than 600,000 subscription warrants be issued to the subsidiary Cinnober AB (org. no. 559134-5094) for transfer to management and key Group employees.
The right to subscribe to the subscription warrants shall, deviating from the priority rights of existing shareholders, be conveyed free of charge to the wholly owned subsidiary Cinnober AB, org. no. 559134-5094), for transfer to management and key employees in Cinnober Financial Technology AB (publ) (”the Company”) and its subsidaries accordingly to directives from the Company’s board. Each subscription warrant grants the right to subscribe for a new share in the Company on November 20, 2020. The new shares shall convey entitlement to dividends on the first day of record immediately following the share registration date at Euroclear Sweden AB.
The reasons for the proposal itself and for the deviation from the priority rights of existing shareholders is to strengthen the management and key employees interest in the Group's operations and to enhance the connection between employee benefits and the company’s earnings.
Cinnober AB shall, in accordance with the Board’s directives, accept payment corresponding to the subscription warrants’ market value on the day of transfer using the Black & Scholes model, transfer warrants to management and key employees. The exercise price of the subscription warrants is SEK 80 per share.
Transfer to employees is conditional on each recipient entering an ancilliary agreement with the Company, according to which warrant-holders undertake, among other things, to offer the Company, or whomever the Company determines, the option of acquiring the warrants at market value or cost, whichever is lower, if the warrant-holders’ employment within the Group ceases.
On full exercise of the subscription warrants on the terms applicable at the time of the decision, share capital may increase by at most SEK 200,000, corresponding to a dilution of approximately 2.7 percent.
The decision is conditional upon approval by a General Meeting of the Company and it is proposed that it be approved by the upcoming AGM. To be valid, the decision requires approval by at least nine-tenths of both the votes cast and the shares represented at the Meeting.
For further information or discussion, please contact:
Cinnober Financial Technology
Tel. +46 (0)8 503 047 00
About Cinnober Financial Technology
Cinnober provides solutions and services to leading trading and clearing venues, including exchanges, clearinghouses, banks and brokers. Cinnober’s solutions are largely based on the TRADExpressTM Platform, incorporating everything needed for mission-critical solutions in terms of performance, robustness and flexibility. The portfolio of offerings includes price discovery and matching, real-time risk management, clearing and settlement, index calculation, data distribution and surveillance.
Cinnober’s customers include the Australian Securities Exchange, B3, Dubai Gold & Commodities Exchange, Euronext, Japan Exchange Group, Johannesburg Stock Exchange, the London Metal Exchange, LME Clear, NYSE and the Stock Exchange of Thailand.
Using its extensive experience in financial technology, Cinnober has broadened its reach through the establishment of highly specialized and competitive subsidiaries. Today, three such subsidiaries exist within trade reporting and transparency, post-trade and client clearing and trade surveillance and analytics.
Cinnober’s shares are traded on the Nasdaq First North exchange and the company’s Certified Advisor is Avanza. For additional information, please visit www.cinnober.com.