Skanditek sells its subsidiary MYDATA automation AB to Micronic Laser Systems AB
Skanditek Industriförvaltning AB (“Skanditek”) has today entered into an agreement with Micronic Laser Systems AB (“Micronic”) concerning the divestment of the subsidiary MYDATA automation AB (“MYDATA”) in accordance with the letter of intent that was announced on April 21, 2009. Payment will be received in the form of newly issued Micronic shares. Following the transaction, Skanditek will become the largest Micronic shareholder, accounting for about 38 percent of the share capital and voting rights. The transaction is subject to approval by an extraordinary general meeting of Micronic shareholders, which is scheduled to be held on July 2, 2009. For further information, refer to the enclosed press release from Micronic. Stockholm, May 19, 2009 SKANDITEK INDUSTRIFÖRVALTNING AB (publ) Patrik Tigerschiöld President and CEO Skanditek is an industrial holding company with investments primarily in Swedish companies. The business concept is to generate sustainable and healthy value growth by means of industrial management of operational companies. The portfolio comprises ten investments in the electronics, bio/medical technology and services sectors. The portfolio companies are Bure Equity, AcadeMedia, MYDATA automation, PartnerTech, Vitrolife, CMA Microdialysis, Theducation, The Chimney Pot, H.Lundén and Aptilo. Skanditek is listed on NASDAQ OMX Stockholm, Mid Cap. The information in this press release is of the type that Skanditek is obligated to disclose in accordance with the Securities Market Act and the Financial Instruments Trading Act or the requirements of the listing agreement with NASDAQ OMX Stockholm. The information was submitted for publication on May 19, 2009, at 13:01 CET. Stockholm, 19 May 2009 Press release Micronic Laser Systems AB acquires MYDATA automation AB Summary Today Micronic has entered into an agreement to acquire MYDATA automation AB (”MYDATA”) in accordance with the Letter of Intent announced on 21 April 2009 (the “Agreement” and the “Transaction”, respectively). According to the Agreement, Micronic acquires MYDATA from Skanditek Industriförvaltning AB (”Skanditek”) and MYDATA’s minority shareholders (jointly referred to as “MYDATA Shareholders”). The Agreement comprises all shares in MYDATA. Consideration for the shares in MYDATA is made in the form of newly issued Micronic shares. Following the Transaction, Skanditek will be the largest shareholder in Micronic owning approximately 38 per cent of the capital and votes. The Transaction is conditional upon that an extraordinary general meeting (“EGM”) in Micronic, planned to be held on 2 July 2009, approves the new share issue of approximately 26.1 million shares as well as an amendment of the articles of association in order to enable the new share issue, which requires support of shareholders representing not less than 2/3 of the votes cast as well as of the shares represented at the EGM. The transaction in brief Exchange ratio. The Transaction implies that Micronic will issue new shares as consideration for the acquired MYDATA shares so that MYDATA Shareholders after the Transaction become owners of 40 per cent of the shares in Micronic. Based on Micronic’s closing share price on NASDAQ OMX Stockholm on 18 May 2009 of SEK 11.65, the market capitalisation of Micronic totals SEK 456 million, entailing that the Transaction values MYDATA to SEK 304 million. Board of directors. The intention is that Skanditek will have the right to appoint two of five (or corresponding ratio) board members in connection with Micronic’s EGM. Skanditek undertaking. Skanditek undertakes, with limited exceptions, not to sell the Micronic shares that has been received in the Transaction for a period of 24 months from the EGM. Shareholders. Catella funds, being the second largest shareholder in Micronic (with 9.8 per cent of capital and votes) [1] as well as the largest institutional shareholder (with 19.3 per cent of capital and votes) in Skanditek[2], supports the Transaction and intends to vote in favour thereof at the EGM. For further information regarding the Transaction please refer to the press release announced on 21 April 2009 and the prospectus regarding admission to trading of the new shares that is expected to be made public on 16 June 2009. Transaction time table EGM notice 4 June Prospectus made public 16 June Micronic EGM 2 July First day of trading for newly issued shares on NASDAQ OMX Stockholm 13 July All dates above are tentative and subject to change. Advisers Carnegie is acting as financial adviser and Advokatfirman Vinge is acting as legal adviser to Micronic in connection with the Transaction. Contact persons Lena Treschow Torell, Chairman of the Board of Directors: +46 8 638 52 00 Sven Löfquist, President & CEO: +46 8 638 52 00 About Micronic Laser Systems AB (publ) Micronic Laser Systems is a Swedish high-tech company engaged in the development, manufacture and marketing of a series of extremely accurate laser pattern generators for the production of photomasks. The technology involved is known as microlithography. Micronic’s product offering also includes metrology systems for display photomasks. Micronic’s systems are used by the world’s leading electronics companies in the manufacture of television and computer displays, semiconductor circuits and semiconductor packaging components. Micronic is located in Täby, north of Stockholm, and at present has subsidiaries in the United States, Japan, South Korea and in Taiwan. Micronic maintains a web site at: http://www.micronic.se The information has been made public according to the Swedish Securities Market Act and/or the Swedish Financial Instruments Trading Act. This information was submitted for disclosure on 19 May 2009 at 13:00 CET. [1] SIS Ägarservice as per 30 April 2009. [2] SIS Ägarservice as per 31 March 2009.