Revenio Group Corporation: NOTICE OF A GENERAL MEETING
Revenio Group Corporation Stock Exchange Release 13 November 2013, 10:00 hrs
REVENIO GROUP CORPORATION: NOTICE OF A GENERAL MEETING
Notice is given to the shareholders of Revenio Group Corporation of an
Extraordinary General Meeting to be held on Monday December 9, 2013 at
10.00 a.m. at Hotel Rantasipi Airport Congress Center, Robert Huberintie 4, FI-
01510 Vantaa, Finland. The reception of persons who have registered for the
meeting and the distribution of voting tickets will commence at 9.30 a.m.
A. Matters on the agenda of the General Meeting
The following matters will be considered at the General Meeting:
1. Opening of the meeting
2. Calling the meeting to order
3. Election of the persons to confirm the minutes and to supervise the counting
of votes
4. Recording the legal convening of the meeting and quorum
5. Recording the attendance at the meeting and adoption of the list of votes
6. Deciding on the distribution of funds to shareholders from the invested
unrestricted equity reserve
* The Board of Directors proposes that the General Meeting decide to
distribute EUR 0.30 per share to shareholders as a capital repayment from
the invested unrestricted equity reserve. On the date of this notice,
November 13, 2013, the total number of shares in Revenio Group Corporation
is 7,843,034 and the proposed capital repayment 2,352,910.20 EUR
* The decision would be based on positive developments in the Company's
performance and financial position as well as a capital structure that
complies with the financial targets set.
* The proposed capital repayment would be paid to those shareholders who, on
December 12, 2013, are entered as shareholders in the shareholder register
held by Euroclear Finland Ltd. The proposed capital repayment would be made
on December 19, 2013.
* According to the rules, the proposed capital repayment would also affect the
2007 option scheme of Revenio Group Corporation so that the share
subscription price under 2007B options rights would drop to EUR 2.05 and the
share subscription price under 2007C option rights to EUR 1.99.
7. Closing of the meeting
B. Documents of the General Meeting
* This notice, including the proposals for resolution on the General Meeting
agenda and the documents pursuant to The Finnish Companies Act are available
on the website of Revenio Group Corporation at www.reveniogroup.fi.
Proposals for resolution and the aforementioned documents will also be
available at the General Meeting, and copies of them as well as this notice
will be sent to shareholders upon request. The Minutes of the General
Meeting will be available on the aforementioned website from December 16,
2013 onwards.
C. Instructions to meeting participants
1. Shareholders registered in the shareholder register
* Shareholders who are registered in the Company's shareholder register
maintained by Euroclear Finland Ltd on November 26, 2013, have the right to
attend the General Meeting. Shareholders whose shares are registered in
their personal book-entry accounts in Finland are registered in the
shareholder register of the Company.
* Shareholders who are registered in the Company's shareholder register and
wish to participate in the General Meeting must register for the meeting no
later than December 3, 2013 at 4.00 p.m., by which time registration notices
need to have been received. Registration options for the General Meeting
are:
a) through the Company's website at www.reveniogroup.fi
b) via e-mail to elina.kari@revenio.fi or
c) by mail to Revenio Group Corporation, General Meeting, Äyritie 22, FI-01510
Vantaa, Finland.
* Upon registration, shareholders should give their name, personal identity
code, address, telephone number, name of assistant or proxy representative,
if any, and the personal identity code of the proxy representative. Personal
information given by shareholders to Revenio Group Corporation shall be used
only in connection with the General Meeting and with the processing of
related registrations. Shareholders, their representatives or proxy
representatives must be able to prove their identity and/or proxy
authorization at the meeting venue.
2. Holders of nominee-registered shares
* A holder of nominee-registered shares has the right to participate in the
General Meeting by virtue of such shares based on which the holder would, on
November 26, 2013 be entitled to be registered in the shareholder register
held by Euroclear Finland Ltd. Moreover, in order to participate in the
General Meeting, holders of nominee-registered shares are required to be
temporarily registered, based on such shares, in the shareholder register
held by Euroclear Finland Ltd, no later than December 3, 2013 at 10.00 a.m.
For nominee-registered shares, this constitutes due registration for the
General Meeting.
* Holders of nominee-registered shares are advised to request, without delay,
all necessary instructions pertaining to registration in the temporary
shareholder register, the issuing of proxy documents, and registration for
the General Meeting from their asset managers. The asset manager's account
operator must sign up holders of nominee-registered shares who wish to
participate in the General Meeting for registration to the Company's
temporary shareholder register no later than on the aforementioned date and
time.
3. Proxy representation and powers of attorney
* Shareholders may participate in the General Meeting and exercise their
rights at the meeting by way of proxy representation. A shareholder's proxy
representative shall present a dated power of attorney or shall otherwise in
a reliable manner prove that he/she is authorized to represent the
shareholder. If a shareholder participates in the General Meeting by way of
several proxy representatives, representing the shareholder with shares in
different securities accounts, the shares by which each proxy representative
represents the shareholder must be identified upon registration.
* Proxy documents, if any, should be delivered as originals to Revenio Group
Corporation, General Meeting, Äyritie 22, FI-01510 Vantaa, Finland, before
the last date for registration.
4. Other instructions and information
* Pursuant to Chapter 5, Section 25 of the Finnish Companies Act, a
shareholder who is present at the General Meeting has the right to request
information on matters on the meeting's agenda.
* On the date of this notice, November 13, 2013, the total number of shares in
Revenio Group Corporation is 7,843,034, representing the same number of
votes.
Vantaa, November 13, 2013
REVENIO GROUP CORPORATION
BOARD OF DIRECTORS
For further information, please contact:
Olli-Pekka Salovaara, President & CEO, +358 (0)40 567 5520 (mobile)
olli-pekka.salovaara@revenio.fi
http://www.revenio.fi/
DISTRIBUTION:
NASDAQ OMX Helsinki
Financial Supervisory Authority (FIN-FSA)
Key media
www.revenio.fi
The Revenio Group in brief
Revenio is a Finnish health tech group whose core business is tonometers.The
Revenio Health Tech segment comprises the operations of Icare Finland Oy. The
widely patented Icare product family is the current cornerstone of the Group's
success. Revenio seeks vigorous growth in health technology, both organically
and through acquisitions and mergers.
The Revenio Group also includes other business operations, which are grouped
under the Technology and Services segment. This segment's operations have a
shared global market and represent the cutting edge of technology products and
services in their industry. These businesses are extremely profitable in
their industries and generate positive cash flow.
In 2012, the Revenio Group's net sales totaled EUR 25.4 million, with its
operating margin standing at 19.4 percent. The Revenio Group Corporation is
listed on NASDAQ OMX Helsinki.