The Board of Directors of I.M. Skaugen ASA (IMS) was today given the authority to acquire own shares as well as issue convertible loans by the company's extraordinary general meeting. The authorisations are according to the new Public Companies Act which became effective 1 January 1999. The Board of Directors believes that the acquisition of the Company's own shares may be right for the Company with a view, inter alia, to improving the shareholders' return. This also assures the company greater financial flexibility.
The following resolutions were passed:
Authorisation to acquire the Company's own shares
1) The Board of Directors of I.M. Skaugen ASA is hereby granted authorisation to acquire on behalf of the Company up to 663,050 of the Company's own shares with a total nominal value of NOK 39,783,000, corresponding to 10% of the Company's current share capital.
2) The highest price that may be paid per share is NOK 100, and the lowest price is NOK 1.
3) The acquisition and disposal of the Company's own shares may be carried out as deemed appropriate by the Board of Directors, not, however, by subscription for the Company's own shares.
4) The authorisation shall remain in effect for 18 months from 7 january 1999.
Authorisation to issue convertible loans
1) Loans can be raised up to a maximum of NOK 198,915,120. (Equal to 50% of the share capital of par value NOK 60.)
2) Company's share capital may be increased by up to NOK 198,915,120. (Par value NOK 60.)
3) Shareholders' pre-emptive rights in connection with subscription for loans may be waived.
4) Authorisation shall remain in effect for 2 years from 7 January 1999.
5) Any shares that are issued shall have the same status as the Company's ordinary shares.