AGM Information • Jul 1, 2020
AGM Information
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Press Release
MALMÖ, SWEDEN, JULY 1, 2020
Bulletin from the extraordinary general meeting in Boozt AB on 1 July 2020
Today, on 1 July 2020, an extraordinary general meeting was held in Boozt AB. A summary of the resolutions adopted follows below. All resolutions were adopted with the required majority of votes.
The extraordinary general meeting resolved, in accordance with the proposal from the board of directors, to authorize the board of directors to, at one or several occasions, during the time up until the next Annual General Meeting, with or without deviation from the shareholders' preferential rights, resolve to issue ordinary shares. A new issue should be able to be made with or without provisions regarding contribution in kind, set-off or other conditions. The total number of ordinary shares issuable pursuant to the authorization shall not exceed 10 percent of the total number of existing ordinary shares in the company at the time of the extraordinary general meeting. In case the authorization is used for a new issue with deviation from the shareholders' preferential rights, the subscription price shall be on market terms (subject to customary new issue discount, as applicable). The purpose of the authorization is to be able to execute and finance acquisitions of companies and assets.
The extraordinary general meeting resolved, in accordance with the proposal from the board of directors, to implement a long-term incentive program in the form of a performance-based share program for the company's CEO, Group Management and key employees ("LTI 2020"). LTI 2020 means that approximately 35 participants will be offered the possibility to participate in a performance-based share program. Provided that certain performance targets are met or exceeded, participants in LTI 2020 shall be given the opportunity to receive ordinary shares in the company free-of-charge ("Performance Shares"). The maximum number of Performance Shares that may be issued under LTI 2020 amounts to 1,040,000, which corresponds to a dilution of approximately 1.78 per cent of the company's ordinary shares, calculated on the number of ordinary shares that will be added upon full issuance of Performance Shares in connection with LTI 2020.
In order to secure the company's delivery of Performance Shares to the participants under LTI 2020, the extraordinary general meeting also resolved to (i) authorize the board of directors to resolve on directed issues of series C shares, whereby the new shares, with deviation from the shareholders' preferential rights, only may be subscribed for by a bank or a securities company at a subscription price which corresponds to the quota value of the shares; (ii) authorize the board of directors to resolve to repurchase own series C shares; and (iii) approve transfer of own ordinary shares to the participants under LTI 2020.
The information was submitted for publication, through the agency of the contact persons set out below, at [10.30] CEST on 1 July 2020.
Boozt is a leading, fast-growing and profitable Nordic technology company selling fashion online. The Group generated net sales amounting to SEK 3.4 billion in 2019. Boozt offers its customers a curated and contemporary selection of fashion brands, relevant to a variety of lifestyles, mainly through its multi-brand webstore Boozt.com. The company is focused on using cutting-edge, in-house developed technology to curate the best possible customer experience. Besides Boozt.com, the company also runs the webstore Booztlet.com and retail stores Booztlet and Beauty by Boozt in Denmark. For more information, please visit www.booztfashion.com/.
Hermann Haraldsson / Group CEO / Phone: +45 20 94 03 95 / Email: [email protected] Anders Enevoldsen / Head of IR & Corporate Communications / Phone: +45 53 50 14 53 / Email: anen@boozt. com
Boozt is a leading, fast-growing and profitable Nordic technology company selling fashion online. The Group generated net sales amounting to SEK 3.4 billion in 2019. Boozt offers its customers a curated and contemporary selection of fashion brands, relevant to a variety of lifestyles, mainly through its multi-brand webstore Boozt.com. The company is focused on using cutting-edge, in-house developed technology to curate the best possible customer experience. Besides Boozt.com, the company also runs the webstore Booztlet.com and retail stores Booztlet and Beauty by Boozt in Denmark. For more information, please visit www.booztfashion.com/.
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