Notice to attend the extraordinary general meeting in AAC Clyde Space AB

The shareholders in AAC Clyde Space AB, reg. no. 556677-0599 (the "Company"), are hereby given notice to attend the extraordinary general meeting at 13:00 CEST on Monday 26 June 2023 at Elite Hotel Academia's premises at Suttungs gränd 6 in Uppsala, Sweden.

Notice

Shareholders wishing to participate at the meeting must:

  1. be entered in the shareholders' register, kept by Euroclear Sweden AB (the Swedish Central Securities Depository & Clearing Organisation), on the record day which is Thursday 15 June 2023; and
  2. notify the Company of their attendance and any assistant no later than Monday 19 June 2023. Notification can be made via letter to AAC Clyde Space AB, Attn: Ann-Christin Lejman, Uppsala Science Park, 751 83 Uppsala, Sweden or by e-mail to ann-christin.lejman@aac- clydespace.com.

Notification shall include full name, personal identification number or corporate registration number, address and daytime telephone number and, where appropriate, information about representative, proxy and assistants. The number of assistants may not be more than two. In order to facilitate entry to the meeting, notification should, where appropriate, be accompanied by powers of attorney, registration certificates and other documents of authority.

Personal data obtained from the share register kept by Euroclear Sweden AB, notices and attendance at the meeting and information on representatives, proxies and assistants will be used for registration, preparation of the voting list for the meeting and, where appropriate, the minutes of the meeting.

Nominee registered shares

Shareholders who have their shares registered in the name of a nominee must request temporary entry in the transcription of the share register kept by Euroclear Sweden AB in order to be entitled to participate and vote for their shares at the meeting. The shareholder must inform the nominee well in advance of Thursday 15 June 2023 at which time the register entry must have been made. Voting rights registration that has been requested by the shareholder at such time that the registration has been completed by the nominee no later than Monday 19 June 2023, will, however, be taken into account in the preparation of the share register.

Proxy

A shareholder represented by proxy shall issue a power of attorney which shall be dated and signed by the shareholder. If issued by a legal entity the power of attorney shall be accompanied by registration certificate or, if not applicable, equivalent documents of authority. Power of attorney forms for those shareholders wishing to participate by proxy are available on the Company's website www.aac- clyde.space. The original version of the power of attorney shall also be presented at the meeting.

Proposed agenda

  1. Election of chairman of the meeting;
  2. Preparation and approval of the voting list;
  3. Approval of the agenda;
  4. Election of one (1) or two (2) persons who shall approve the minutes of the meeting;
  5. Determination of whether the meeting has been duly convened;
  6. Resolution regarding approval of the board of directors' resolution on issuance of shares with preferential rights for the shareholders; and
  7. Closing of the meeting.

Proposed resolutions

Item 1. Election of chairman of the meeting

The board of directors proposes that Rolf Hallencreutz is elected chairman of the meeting.

Item 6. Resolution regarding approval of the board of directors' resolution on issuance of shares with preferential rights for the shareholders

The board of directors proposes that the general meeting resolves to approve the board of directors' resolution on issuance of shares with preferential rights for the shareholders as set forth below.

Number of shares and share capital increase

The issue comprise no more than 122,886,606 new shares in the Company. The Company's share capital may be increased by no more than SEK 4,915,464.24, which at full subscription raises a total of SEK 73,731,963.60.

Right to subscribe for shares

Those who on the record date, 29 June 2023, are registered as holders of shares in the CSD register kept by Euroclear Sweden AB are entitled to subscribe for shares with preferential rights. Last day of trading in the Company's shares for receipt of subscription rights is 27 June 2023. Each share entitles to one (1) subscription right and five (5) subscription rights entitles to subscription of three (3) shares.

Subscription may also take place without subscription rights. In the event that all shares are not subscribed for with subscription rights, the board of directors will, within the limit of the maximum amount of the Rights Issue, resolve on allotment of new shares subscribed for without subscription rights as follows:

  • Firstly, allotment shall be made to those who have subscribed for shares by virtue of subscription rights, irrespective of whether the subscriber was a shareholder on the record date or not, pro rata in relation to the number of subscription rights exercised for subscription and, to the extent that this cannot be done, by drawing lots;
  • Secondly, allotment shall be made to others who have applied for subscription without subscription rights. In the event these cannot receive full allotment, allotment shall be made pro rata in relation to the number of shares for which each person has applied for subscription and, to the extent this cannot be done, by drawing lots; and
  • lastly, to those who have entered into guarantee commitments with the Company. Allotment shall be pro rata in relation to their respective guarantee or underwriting amounts.

In case a subscription right is sold, the preferential rights shall be transferred to the new holder.

Subscription price for shares

The subscription price for one share shall amount to SEK 0.60. Any amount that exceeds the quotient value shall be transferred to the nonrestricted share premium account.

Subscription and payment for shares

Subscription of shares, with or without exercise of subscription rights, is to take place during the period from 3 July 2023 until and including 17 July 2023.

Subscription through exercise of subscription rights shall be made by simultaneous cash payment to an account designated by the Company during the period from 3 July 2023 until and including 17 July 2023.

Subscription of shares without subscription rights shall be made on a special application list. Payment for shares subscribed for without exercise of subscription rights is to be made in accordance with instructions on the sent-out settlement note.

The board of directors shall have the right to prolong the period for subscription and payment.

Right to dividends for new shares

The new shares shall entitle to dividends as from the first time on the record date for dividend occurring after the shares have been registered with the Swedish Companies Registration Office and entered in the share register kept by Euroclear Sweden AB.

Miscellaneous

Trading in subscription rights will take place during the period from 3 July 2023 until 12 July 2023.

Trading in BTA (Paid Subscribed Shares) will take place during the period from 3 July 2023 until the shares have been registered with the Swedish Companies Registration Office, which is expected to take place during week 30.

The chairman of the board of directors, the managing director, or anyone appointed by the board of directors shall have the right to make any minor adjustments required to register the resolution.

The resolution is valid only subject to subsequent approval of the general meeting by support of shareholders representing more than half of the votes cast.

Number of shares and votes in the Company

The total number of shares and votes in the Company at the time of issuance of this notice is 204,811,010. The Company does not hold any of its own shares.

Shareholders' right to request information

Pursuant to Chapter 7 section 32 of the Swedish Companies Act (Sw. aktiebolagslagen (2005:551)) the board of directors and the managing director are under a duty to, if any shareholder so requests and the board of directors deems that it can be made without material damage to the Company, provide information, regarding circumstances which may affect the assessment of a matter on the agenda.

Documentation

Documents to be dealt with at the general meeting will be kept available at the Company's office not later than two weeks before the meeting. The documents will be sent free of charge to shareholders who so request and state their postal address. The documents will also be made available not later than the aforementioned date on the Company's website www.aac-clyde.space. All the above mentioned documents will also be presented at the general meeting.

_____

AAC Clyde Space AB

Uppsala, June 2023

The board of directors

Official version of notice to attend the extraordinary general meeting

The official version of the notice to attend the extraordinary general meeting is in the Swedish language and available for download at www.aac-clyde.space.

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

AAC Clyde Space AB published this content on 07 June 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 June 2023 05:59:03 UTC.