Ponderus Technology AB controls approximately 67.2 percent of the shares in Technology Nexus AB (publ) and further extends the acceptance period
The Offer is not being made (nor will any tender of shares be accepted from or on behalf of holders) in any jurisdiction in which the making of the Offer or the acceptance of any tender of shares therein would not be made in compliance with the laws of such jurisdiction or where the completion or acceptance of the Offer requires any further offer document, filings or other measures in addition to those required under Swedish law. The Offer is not being made, directly or indirectly, in or into the United States of America, Australia, New Zealand, Canada, Japan or South Africa. This document is an English translation of the Swedish language press release announced on 9 June 2009. In case of any discrepancies between the Swedish language press release and this English translation, the Swedish language press release shall prevail.
In accordance with the rules on mandatory offers in the Swedish Act on Public Takeover Offers on the Stock Market (Sw. lag (2006:451) om offentliga uppköpserbjudanden på aktiemarknaden), Ponderus Technology AB (“Ponderus Technology”) announced on 3 April 2009 a mandatory cash offer to the shareholders of Technology Nexus AB (publ) (“Nexus”) to transfer all their shares in Nexus to Ponderus Technology (“the Offer”). During the initial and extended acceptance periods, that has run from and including 28 April 2009 until and including 30 June 2009, the Offer has been accepted by shareholders of 614,294 shares in Nexus, corresponding to approximately 12.8 percent of the shares and votes in Nexus. At the end of the extended acceptance period, Ponderus Technology’s total holding of shares in Nexus, including shares from acceptances in the Offer and shares that have been acquired by other means than through the Offer, amounted to approximately 3,212,760 shares in Nexus, corresponding to approximately 67.2 percent of the shares and votes in Nexus. As previously communicated Ponderus Technology intends to promote a de-listing of the Nexus share from NASDAQ OMX Stockholm, provided such de-listing may be made in accordance with applicable rules and regulations. As a consequence of the outcome of the Offer and Ponderus Technology’s shareholdings in Nexus, a preliminary review of Nexus’ share register indicates that Nexus may no longer fulfill the ownership dispersion criteria for listed companies set forth by NASDAQ OMX Stockholm’s Rule Book for Issuers. NASDAQ OMX Stockholm has been informed of this. It is up to the Board of Directors of Nexus to decide if and when a possible de-listing of the Nexus share shall take place. In order to offer the shareholders of Nexus who have not yet accepted the Offer the opportunity to participate in the Offer before a possible de-listing, Ponderus Technology has decided to further extend the acceptance period until 27 July 2009, 5:00 p.m. (CET). Ponderus Technology will not further extend the acceptance period following this date. If Ponderus Technology becomes the owner of more than 90 percent of the shares in Nexus, Ponderus Technology might initiate a compulsory acquisition procedure under the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) to acquire all remaining shares in Nexus. Ponderus Technology may also acquire further shares in Nexus on the stock market. Settlement for the shareholders who have accepted the Offer during the extended acceptance period ending on 30 June 2009 is expected to commence on or about 7 July 2009. For further information, please contact: Sven Rasmusson Chairman of the board of Ponderus Technology AB Tel: +46 8 440 54 30 sven.rasmusson@raspart.se Brief information on Ponderus Technology Ponderus Technology is a newly founded investment vehicle which is jointly owned by a group of investors including Ponderus Invest AB, Förvaltnings AB Magnentus and Magnentus Capital AB, Raspart Förvaltning AB, Sven Rasmusson, Nils-Arne Eriksson and Ing-Marie Fraim Sefastsson. Ponderus Technology has not previously conducted any operations and has never had any employees.