New Articles of Association and authorization for Eniro's Board to decide on the issue of preference shares in connection with ongoing recapitalisation registered
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On March 11, 2020, the Swedish Companies Registration Office registered the decision made at the Extraordinary General Meeting of Eniro AB on March 3, on new articles of association and authorization for Eniro's Board of Directors to decide on the issue of new preference shares Series A. This means that two conditions for the implementation of the recapitalisation were fulfilled; 1) decisions by bondholders with the required majority have voted for the recapitalisation as well 2) resolution at the Extraordinary General Meeting to amend the Articles of Association and authorize the Board to issue Series A preference shares. In addition, an agreement in principle, conditional on the implementation of the recapitalisation, has been concluded with Försäkringsbolaget PRI Pensionsgaranti, Ömsesidigt, which, among other things, means that PRI will not request early redemption of pension debt in addition to what is stated below before the end of September 2022.
Implementation of the recapitalisation plan requires that holders of convertibles corresponding to at least 90% of outstanding convertible debt agree to exchange convertibles for new preference shares Series. Publication of whether sufficient acceptance from the convertible holders is achieved is expected to take place on March 17.
For more information on Eniro's recapitalisation, please visit the company's website www.enirogroup.com.
For more information, please contact:
Arne Myhrman, Chairman of the board of directors, tel +46 73 383 64 67
Magdalena Bonde, Group President and CEO, tel +46 8 553 310 00, magdalena.bonde@eniro.com
Anne Langbraaten, Group CFO, tel +46 8 553 310 00, anne.langbraaten@eniro.com
Eniro is a Nordic company that helps small and medium-sized companies with digital marketing. Eniro also has a search service that aggregates, filters and presents information to help individuals find and come into contact with each other and with companies. The Eniro Group has about 1,000 employees and operates in Sweden, Norway, Denmark and Finland through the local domains eniro.se, gulesider.no, krak.dk and degulesider.dk. Each week, Eniro Group's digital services have about 4,8 million unique visitors. Eniro is listed on Nasdaq Stockholm [ENRO] and its head office is located in Stockholm.
This translation is for convenience only.
Important information
This press release does not contain or constitute an invitation or an offer to acquire, sell, subscribe for or otherwise trade in shares, subscription rights, bonds or other securities in Eniro. Invitation to subscribe for preference shares in Eniro will only be made through the prospectus that Eniro may publish on its website, following the approval and registration thereof by the Swedish Financial Supervisory Authority and only to the persons to whom the prospectus is addressed. The prospectus contains, among other things, risk factors, financial statements as well as information regarding Eniro's board of directors. This press release has not been approved by any regulatory authority and is not a prospectus. Accordingly, investors should not subscribe for or purchase any securities referred to in this press release except on the basis of information provided in the prospectuses which may be published.
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This press release is not directed to persons located in the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Japan, Australia, Hong Kong, New Zealand, Singapore, South Africa or in any other country where the offer or sale of the subscription rights, paid subscribed shares, new shares, bonds or other securities is not permitted. This press release may not be announced, published or distributed, directly or indirectly, in or into the United States, Canada, Japan, Australia, Hong Kong, New Zealand, Singapore, South Africa or any other country where such action is wholly or partially subject to legal restrictions or where such action would require additional prospectuses, other offer documentation, registrations or other actions in addition to what follows from Swedish law. The information in this press release may not be forwarded, reproduced or disclosed in such a manner that would contravene such restrictions or would require such additional prospectuses, other offer documentation, registrations or other actions. Failure to comply with this instruction may result in a violation of the United States Securities Act of 1933, as amended (the "Securities Act") or laws applicable in other jurisdictions.
No subscription rights, paid subscribed shares or new shares, bonds or other securities have been or will be registered under the Securities Act, or with any other securities regulatory authority of any state or other jurisdiction of the United States and no subscription rights, paid subscribed shares or new shares, bonds or other securities may be offered, sold, resold, transferred, delivered or distributed, directly or indirectly, into or within the United States or on the account of such persons other than pursuant to an exemption from, or in a transaction not subject to the registration requirements of the Securities Act, and in compliance with any applicable securities laws of any state or jurisdiction of the United States. No public offering of subscription rights, paid subscribed shares or new shares, bonds or other securities is made in the United States. There is no intention to register any securities referred to herein in the United States or to make a public offering in the United States.
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