Hoylu AB: Bulletin from the Annual General Meeting in Hoylu AB (Publ)
Distribution of earnings Accommodation.
At the Annual General Meeting of Hoylu AB (Publ) today, May 16, 2018, the AGM adopted the income statements and balance sheets of the parent company and the Group for 2017 and resolved in accordance with the proposal by the Board and the CEO that no dividend should be paid and that the unrestricted equity in the parent company shall be carried forward. The AGM discharged the members of the Board and the CEO from liability.
Board of Directors and Auditor
The AGM resolved to re-elect Mats Andersson, Stein Revelsby and Jon Ullmark. Mats Andersson was re-elected as the Chairman of the Board.
The AGM resolved to elect Ian Sandmæl as a new board member to replace Anna Anderberg. Ian Sandmæl, born 1974, Co-founder and CEO of Work, a consulting firm in product design based in Oslo. Ian has a bachelor's degree in product design from Art Center College, Pasadena, California. Ian has previously employed at IDEO in San Francisco where he worked with major international clients such as Microsoft and Procter & Gamle.
The AGM resolved that the total remuneration for the Board of Directors shall be SEK 250,000 to the Chairman of the Board and SEK 150 000 to the other board members except Stein Revelsby (Chief Executive officer), for a total fee of SEK 550 000.
The AGM resolved to re-elect the registered audit firm Deloitte, for the period until the end of the next AGM, as the Company's Auditor. The AGM resolved that the audit fees shall be paid in accordance with approved invoices.
Amendment of Articles of Association
The AGM resolved to adopt new Articles of Association whereby the share capital was changed from the current the current minimum of SEK 500,000 and maximum of SEK 2,000,000 to at least SEK 760,000 and not more than SEK 3,040,000 and the limits on the number of shares were changed from the current minimum 4,225,000 and no more than 16,900,000 to at least 6,422,000 and a maximum of 25,688,000.
The AGM resolved to authorize the Board, with or without deviation from the shareholders' preferential rights; at one or more occasions and at the until the next AGM, to increase the Company's share capital through new issue of shares, warrants, or convertible notes to the extent permitted by the Articles of Association.
The AGM resolved to introduce a warrant program. The right to participate in the warrant program shall be the limited to senior executives of the company or its subsidiaries. Each warrant entitles the holder to subscribe for a new share in the company against payment according to a subscription price amounting to the higher of; (i) an amount equal to 140 per cent of the company's shares listed weighted average price for a period from May 11, 2018 to May 15, 2018; and (ii) SEK 10.00 per share, however the subscription price shall be at least equal to the quotient value. The warrants shall have a maturity of 3.5 years with the possibility to exercise the warrant after three years.
To enable the delivery of warrants under the warrant program the AGM also resolved the undertaking of a directed share issue of up to 376,546 warrants to one of the Company's wholly owned subsidiaries and the transfer of warrants from the subsidiary to participants in the warrant program.
Upon full exercise of the warrants, up to 376,546 shares may be issued, which corresponds to a dilution of approximately 2.47 percent of the Company's share capital and votes.
Employee stock Option Program
The AGM resolved to introduce an employee stock option program by issuing a maximum of 3,095,404 options. The right to participate in the employee stock option program shall be limited to the Company's CEO, senior executives, and certain employees and long-term consultants of the Company or its subsidiaries. Each stock options gives the right to subscribe for a new share in the Company against payment according to a subscription price amounting to the higher of; (i) an amount equal to 140 per cent of the Company's shares listed weighted average price for a period from May 11, 2018 to May 15, 2018; and (ii) SEK 10.00 per share, however, the subscription price shall be at least equal to the quota value of the share.
In order to allow the delivery of shares under the employee stock option program, the AGM also resolved the undertaking of a directed issue of 3,095,404 options to one of the Company's wholly owned subsidiaries and the transfer of the options from the subsidiary to participants in the employee stock option program.
Upon full exercise of the options, up to 3,095,404 shares may be issued, which corresponds to a dilution of approximately 17.23 percent of the Company's share capital and votes.
For more information, please contact:
Stein Revelsby, CEO Hoylu + 1 213 440 2499 Email: firstname.lastname@example.org
Karl Wiersholm, CFO Hoylu + 1 425 829 2316 Email: email@example.com
Hoylu delivers innovative solutions to allow global collaborative teams plan, create and share information that will enrichen the user experience in the virtual office. The Hoylu Suite delivers a comprehensive set of personalized digital workspaces to enable teams across locations, on any device, to work smarter and with more fun across major industries including Engineering, Education, Pharmaceutical, Construction, Manufacturing, Graphic Design and many more.
For more information visit:
Www.hoylu.com or Www.introduce.se/foretag/hoylu
Marketplace: Nasdaq First North Stockholm
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