Report from Sectra’s 2017 Annual General Meeting and timetable for redemption program to transfer SEK 4.50 per share to shareholders
Linköping, Sweden, September 13, 2017 – The Annual General Meeting (AGM) of shareholders in the medical imaging IT and cybersecurity company Sectra AB (STO: SECT B) was held on September 3, 2017. Among other items on the agenda, Tomas Puusepp and Ulrika Hagdahl were elected as new Board members and the AGM resolved to transfer SEK 4.50 per share to shareholders through a redemption procedure. The resolution entails that approximately SEK 170.7 million will be distributed to shareholders.
The redemption procedure is automatic, meaning that no action is required from the shareholders. It will be possible to trade in Series B redemption shares (ISIN SECT IL B: SE0010133835) on Nasdaq Stockholm.
The timetable for the 2017 redemption procedure is as follows:
- September 29: Last day of trading in Sectra shares before the split, including the right to redemption shares.
- October 2: First day of trading in Sectra shares after the split, excluding the right to redemption shares.
- October 3: Record date for the share split. Every share will be divided into two shares, of which one will be a redemption share and one an ordinary share.
- October 4-13: Trading in redemption shares.
- October 17: Record date for redemption of the redemption shares.
- October 20: Preliminary date for payment of redemption settlement via Euroclear Sweden AB.
For more information about the redemption procedure, refer to Sectra’s website: www.sectra.com/redemption. Information about ISIN codes for ordinary shares before and after the share split is also available on the website.
Other AGM resolutions
The AGM also adopted the following resolutions:
- The AGM adopted the income statement and balance sheet, and discharged the Board of Directors and President from liability for the fiscal year. In accordance with a motion from the Board of Directors, it was resolved that profit was to be carried forward.
- Jan-Olof Brüer, Torbjörn Kronander, Anders Persson, Christer Nilsson, Carl-Erik Ridderstråle and Jakob Svärdström were re-elected as Board members, while Tomas Puusepp and Ulrika Hagdahl were elected as new Board members. Carl-Erik Ridderstråle was re-elected as Chairman of the Board.
- Payment of fees amounting to SEK 225,000 to external members of the Board and SEK 450,000 to the Chairman of the Board. For Audit Committee work, fees amounting to SEK 40,000 are to be paid to external members of the Board and SEK 80,000 to the Chairman of the Audit Committee. For Remuneration Committee work, no separate fees are to be paid.
- Grant Thornton Sweden AB was re-elected as the company’s auditor.
- It was resolved to appoint a Nomination Committee comprising four members, of whom one member is to be the Chairman of the Committee and three members are to represent the company’s largest shareholders in relation to the number of votes. The Nomination Committee is to be constituted based on known shareholdings in the company at October 31, 2017.
- It was resolved to adopt the unchanged principles for remuneration of and other terms of employment for company management.
- The Board of Directors was authorized to make decisions regarding the new issue of not more than 3,700,000 Series B shares for payment in the form of cash and the offsetting of debt or cash-in-kind payment. For the offsetting of debt and cash-in-kind payment, the Board was authorized to disapply the preferential rights of shareholders.
- The Board of Directors was authorized to make decisions regarding the acquisition or sale of Sectra shares. With respect to the disposal of treasury shares, shareholders are to have a preferential right to acquire the shares in accordance with the provisions in the Articles of Association regarding the preferential right to subscribe for new shares, provided that the Board of Directors is entitled to deviate from the preferential right if the shares are paid for by way of set-off or non-cash consideration or if the purpose of the disposal is to secure the costs that arise as a result of the company’s incentive program. The authorization is limited in that the company’s holding of treasury shares may not, at any time, exceed 10% of all the shares in the company.
The resolutions were made in accordance with the motions submitted to the AGM, which are available on Sectra’s website: www.sectra.com/agm.
This information constitutes information that Sectra AB (publ) is obliged to make public. The information was submitted to the media for publication, through the agency of the contact person set out below, at 6:30 p.m. CET on September 13, 2017.
For further information, please contact:
Dr. Torbjörn Kronander, CEO and President Sectra AB, 46 (0) 705 23 52 27
Press photos: flickr.com/photos/sectramedicalsystems
Sectra assists hospitals throughout the world to enhance the efficiency of care, and authorities and defense forces in Europe to protect society’s most sensitive information. Thereby, Sectra contributes to a healthier and safer society. The company was founded in 1978, has its head office in Linköping, Sweden, with subsidiaries in 15 countries, and operates through partners worldwide. Sales in the 2016/2017 fiscal year totaled SEK 1,141 million. The Sectra share is quoted on the Nasdaq Stockholm exchange. For more information, visit www.sectra.com
In the medical market, Sectra develops and sells IT solutions for the management and communication of all types of medical images—primarily in radiology, pathology, cardiology and orthopaedics, as well as other departments where medical images are used. Sectra has a strategic focus on making cancer care more efficient. More than 1,700 hospitals, clinics and imaging centers worldwide use Sectra’s systems daily. This makes Sectra one of the world’s leading providers of IT solutions for managing medical images and patient information. The company commands a market-leading position in Sweden, Norway, the Netherlands and Portugal, holds a prominent position in the UK and is growing in the US. Sectra has delivered some of the largest installations of medical IT systems worldwide and its systems have been installed in North America, Scandinavia and most major countries in Europe and the Far East.