Bulletin from EGM September 17, 2024
An Extraordinary General Meeting (EGM) of Novedo Holding AB (publ), corporate identity number 559334-4202, was held today, September 17, 2024, in Stockholm. The EGM resolved a directed issue of convertible bonds in order to strengthen the company's capital structure. At the meeting, approximately 76.0 percent of the company's shares and votes were represented.
The EGM resolved, in accordance with the Board of Directors' proposal, that the company shall raise a convertible loan of a nominal maximum of SEK 1,000,000,000 through a directed issue of not more than 10,000,000 convertible bonds, entailing an increase in the share capital upon full conversion of the convertible bonds by a maximum of SEK 266,554.36 (calculated based on a quota value of approximately SEK 0.035657 and based on the subscription of the entire convertible loan and an initial conversion price of SEK 133.77 per share). The directed share issue is carried out to strengthen the company's capital structure ahead of a possible future IPO and to provide Novedo with financing to continue its active acquisition agenda. Please refer to the notice of the general meeting and the full terms and conditions of the convertible bonds for further information on the convertible bonds.
The right to subscribe for the convertible bonds is granted to certain selected external investors who have been identified through a so-called private placement procedure, entrepreneurs who, in connection with the sale of their companies to the Novedo Group, have receivables against the company regarding deferred purchase price components (the "Entrepreneurs"), and the company's principal owner Esmaeilzadeh Holding AB ("EHAB") which has a receivable against the company for repayment of shareholder loans and accrued interest. The Entrepreneurs and EHAB are entitled to pay for the subscribed convertibles through set-off.
Minutes of the meeting and complete resolutions
For complete information on the contents of the resolutions, please refer to the notice of the general meeting and the terms and conditions of the convertible bond, which are available together with the meeting minutes, on the company's website, www.novedo.se.