SKA – Renewed authorisation to acquire own shares
All resolutions were made in accordance with the summons for today's Annual General Meeting of I.M. Skaugen ASA.
The company will write down it's treasury shares. IMS has acquired 9.36% of the company’s shares under the authority given 7 January 1999. This is equivalent to 620,561 shares with a book value of NOK 28,5 mill (USD 3,6 mill) or NOK 46 per share.
The annual general meeting therefore resolved to write down the share capital with the amount of NOK 37,233,660, from 397,830,300 to 360,596,640, by redemption of 620,651 shares with par value NOK 60, equivalent to the company's treasury shares. New share capital is NOK 360,596,640 distributed on 6,009,944 shares after expiration of the creditor period in abt 2 months. The Board of Directors also received renewed authorisation from the Annual General Meeting to acquire own shares and authorisation to issue convertible loans.
The Annual General Meeting was given an orientation on the company's development from year end to today's date, where the essential was the continuing improvement in earnings for the gas vessels in NGC with an earning of abt USD 300,000 per vessel per month so far this year, stable costs and the expected positive development of costs for the year 2000. Also the orientation included the reduction in SPT's earnings so far this year due to reduced imports to the USA and high bunker prices.
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 600.994 of the Company’s own shares with a total nominal value of NOK 36.059.640, corresponding to 10% of the Company’s current share capital. This is according to the proposal for resolution in article 9 regarding equity write-down.
2. The highest price that may be paid per share is NOK 150, 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 treasury shares.
4. The authorisation shall remain in effect for 18 months from March 7, 2000.
5. The authorisation for acquiring treasury shares dated March 7, 1999 is suspended
Authorisation to issue convertible loans
1. The Board of Directors is granted the authorisation to issue convertible loans up to the maximum amount of NOK 320.000.000. The loan shall be issued in NOK, Euro and/or USD.
2. Company’s share capital may be increased by up to NOK 180.298.320 at par value NOK 60. The subscription value is determined by the Board of Directors.
3. Shareholders’ preference rights in connection with the subscription for loans may be deviated from.
4. Authorisation shall remain in effect for 2 years from March 7, 2000.
5. Any shares that are issued shall have the same status as the Company’s ordinary shares.
6. Authorisation given by the Annual General Meeting on January 7, 1999, is simultaneously suspended.
Morten Arntzen and Morits Skaugen jr. were reelected board members. The Board of Directors are the following:
Morten Arntzen
Erik Eik
Harald Schjoldager
Morits Skaugen jr.
Christian Wessel
Bjarne Aamodt
If you have questions, please contact Bente Flø on phone: +47 23 12 04 00 or E-mail: bente.flo@ngc.no. This statement and other company information is also available on the Internet: http://www.skaugen.com.