Press Release, Malmö, Sweden, February 8, 2011 8:00 AM CET Extraordinary general meeting in HEXPOL
Rights issue
An Extraordinary General Meeting in HEXPOL held yesterday approved the resolution by the Board of Directors on 11 January 2011 to conduct a rights issue of approximately 550 MSEK with preferential right for the company's shareholders.
According to the terms for the rights issue, holders of class A and B shares will have preferential rights to subscribe for new shares of the same series in proportion to their existing holdings (primary subscription right). If all shares are not subscribed for by primary subscription right, shareholders will have subsidiary subscription right to the remaining shares, regardless of class of shares. Shares may also be subscribed for without preferential rights. The record date at the Swedish Securities Register Center, Euroclear Sweden AB, for participation in the rights issue is February 24, 2011. This means that the HEXPOL share will be traded excluding preferential rights to participate in the rights issue from 22 February 2011. The subscription period is as from February 28, 2011 up to and including March 16, 2011 or such later date as decided by the Board of Directors of HEXPOL.
The increase of the share capital, the number of shares to be issued, and the subscription price for the new shares, will be determined by the Board of Directors of HEXPOL and is expected to be announced on February 17, 2011.
Subscription undertakings
Melker Schörling AB, HEXPOL’s largest shareholder, representing approximately 27.2 per cent of the capital and 48.0 per cent of the votes in HEXPOL, has undertaken to subscribe for its pro rata share of the offering. Melker Schörling AB has also undertaken to subscribe for approximately an additional 22.9 per cent in excess of its pro rata share of the offering if it is not fully subscribed. Consequently, subscription commitments of more than 50 per cent of the rights issue have been received.
Indicative timetable for the rights issue
February 17, 2011 Subscription price and terms are decided by the Board of
Directors and announced through a press release
February 22, 2011 First day of trading in the shares, excluding right to participate in the rights issue
February 24, 2011 Record date for participation in the rights issue, i.e. shareholders who are registered in the Company’s share register as of this day will receive subscription rights for participation in the rights issue
On or about February 25, 2011 Publication of the prospectus
February 28 - March 16, 2011 Subscription period
February 28 - March 11, 2011 Trading in subscription rights
On or about March 21, 2011 Press release regarding preliminary subscription take-up in the rights issue
Dividend
As communicated in the Year-end report 2010, the Board of Directors proposes that the Annual General Meeting on May 6, 2011 resolves on a dividend for 2010 of 3 SEK per share with record date for participation in the dividend on May 11, 2011.
| This press release does not constitute or form part of an offer or solicitation to purchase or subscribe for securities in the United States. The shares in HEXPOL AB have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”). Such shares may not be offered or sold in the United States (as such term is defined in Regulation S under the Securities Act) except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of securities in the United States. Copies of this press release are not being made and may not be distributed or sent into the United States.This press release is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) to investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons in (i), (ii) and (iii) above together being referred to as “relevant persons”). The subscription rights and the shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.In any EEA Member State that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the “Prospectus Directive”) other than Sweden, this press release is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive (or are other persons to whom a public offering of securities may lawfully be addressed under the Prospectus Directive).This press release may contain forward-looking statements. When used in this press release, words such as “anticipate”, “believe”, “estimate”, “expect”, “intend”, “plan” and “project” are intended to identify forward-looking statements. They may involve risks and uncertainties, including product demand, market acceptance, the effect of economic conditions, the impact of competitive products and pricing, foreign currency exchange rates and other risks. These forward-looking statements reflect the views of HEXPOL's management as of the date made with respect to future events and are subject to risks and uncertainties. All of these forward-looking statements are based on estimates and assumptions made by HEXPOL's management and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results or experience could differ materially from the forward-looking statements. HEXPOL disclaims any intention or obligation to update these forward-looking statements.This press release consists of such information that HEXPOL AB (publ) may be obliged to disclose in accordance with the Swedish Securities Market Act and /or the Financial Instruments Trading Act. The information was submitted for publication on February 8, 2011 at 08:00 am CET. |
For further information please contact:
Urban Ottosson, CFO/IR, + 46 (0) 767 855 144
HEXPOL is a world-leading polymers group with strong global positions in advanced rubber compounds (Compounding), gaskets for plate heat exchangers (Gaskets) and wheels made of plastic and rubber materials for truck and castor wheel application (Wheels).Customers are primarily OEM manufacturers of plate heat exchangers and trucks, global systems suppliers to the automotive industry and the medical technology industry. The Group is organised in two business areas, HEXPOL Compounding and HEXPOL Engineered Products, and has some 3,000 employees in nine countries. HEXPOL’s sales in 2010 amounted to approximately 3,800 MSEK. Read more at www.hexpol.com
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