Not so much one about Saab, but I know we have a few SWAN shareholders who tune in here…..
Zeewolde, The Netherlands, 1 November 2011 – Swedish Automobile N.V. (Swan) announces that the Extraordinary General Meeting of Shareholders (EGMS) will still be held on 11 November 2011. Further information on the sale of Saab will be provided at the EGMS.
The EGMS was convened after agreements were signed with Pang Da and Youngman, which related to an equity investment in Swan and the formation of manufacturing and distribution joint ventures with Saab Automobile AB (Saab Automobile) for Saab branded vehicles in China. The agenda for the EGMS on 11 November 2011 includes:
1. the amendment of the articles of association of Swan (introduction of a one tier board structure and increase of the authorized share capital);
2. composition of the board of Swan (including the appointment of new board members).
On 23 October 2011, Swan announced that the equity investment agreements with Pang Da and Youngman had been terminated, and on 28 October 2011 Swan announced that a new Memorandum of Understanding (MoU) had been entered into with Pang Da and Youngman. In terms of the MoU, Pang Da and Youngman will purchase all of Swan’s shares in Saab Automobile and Saab Great Britain Ltd. (Saab GB) for an amount of EUR 100 million. Amongst other things, this share sale is subject to approval by Swan’s shareholders.
As a consequence of the termination of the equity investment agreements with Pang Da and Youngman, at the EGMS Swan’s shareholders will not be asked to vote on amendment of Swan’s articles of association nor to appoint new board members.
However, the EGMS will still be held on 11 November. At the EGMS, Swan will give shareholders further information about the structure of the new transaction with Pang Da and Youngman, and will discuss that transaction with shareholders.
A further extraordinary general meeting of shareholders will be convened soon to ask the general meeting to approve the sale by Swan of its shares in Saab Automobile and Saab GB. The minimum convocation period is 42 days. Nevertheless, given the challenges faced by Saab Automobile and the nature of the new transaction with Pang Da and Youngman, Swan is of the view that it is important to discuss the new transaction with shareholders as soon as possible and urges all shareholders to attend the EGMS on 11 November 2011. Applications to attend can be made up to and including Friday 4 November 2011.