Bulletin from Extraordinary General Meeting of Catena Media plc
The shareholders of Catena Media plc gathered in Stockholm, Sweden, on Wednesday, 10 June 2020 for an Extraordinary General Meeting ("EGM").
The shareholders represented at the EGM voted for the Board of Directors' proposal on the issuance of a maximum of 6,840,971 units (each consisting of one (1) perpetual hybrid and six (6) warrants) with preferential rights for existing shareholders (the "Rights Issue").
The shareholders represented at the EGM voted for the Board of Directors' proposal on the issuance of Warrants to certain guarantors of the Rights Issue (the "Guarantee Issue"), and to waive the shareholders' pre-emption rights with respect to the Guarantee Issue.
The shareholders represented at the the EGM voted for the Board of Directors' proposal on the authorisation of certain directors to enter into commitments in relation to the Rights Issue.
The shareholders represented at the Extraordinary General Meeting voted for the Board of Directors' proposal to amend the Company's articles of association in light of Directive (EU) 2017/828 (Shareholder Rights Directive II).
Shareholders representing approximately 93.1% of the shares represented at the meeting and approximately 48.1% of all shares in the Companyvoted in favour of the extraordinary resolution proposed by the Board of Directors on amendments to Article 7 of the Company’s articles of association (authority for the Board of Directors to issue shares). However, such extraordinary resolution can only be passed if the General Meeting obtains votes in favour that amount to, in the aggregate, at least 75% of the shares represented at the meeting and at least 51% of all the shares in the Company. Accordingly, the proposal could not be adopted. The same resolution has been proposed for approval at an Extraordinary General Meeting to be held on 24 June 2020, at which the resolution, in accordance with Maltese laws, can be passed by a majority of 75% of the shares represented at the meeting. For clarification, the Company wishes to emphasize that the resolution to amend the articles of association is not necessary for the Company to be able to carry out the Rights Issue.
Further information about the EGM's resolutions is available on the Company’s website, www.catenamedia.com
For further information, please contact:
Per Hellberg, CEO, Catena Media plc
Phone: +46 709 10 74 10, E-mail: per.hellberg@catenamedia.com
Åsa Hillsten, Head of IR & Communications, Catena Media plc
Phone: +46 700 81 81 17, E-mail: asa.hillsten@catenamedia.com
The information was submitted for publication, through the agency of the contact persons set out above, on 10 June 2020 at 11.15 CEST.
About Catena Media
Catena Media has a leading position within online lead generation. The company has about 400 employees in US, Australia, Japan, Serbia, UK, Sweden, Italy and Malta (HQ). The company is listed on Nasdaq Stockholm. Further information is available at www.catenamedia.com.