Today, 29 January 2009, G & L Beijer held an Extraordinary General Meeting. Shareholders representing 42.8 per cent of capital and 70.4 per cent of votes had notified the company that they would attend the EGM.
The Extraordinary General Meeting unanimously passed the following resolution in accordance with the Board of Directors’ proposal:
- To carry out a non-cash issue by issuing 358,710 class A shares and 8,437,429 class B shares and, therefore, increase the company’s share capital by SEK 153,932,432.50 as payment for the acquisition of Carrier ARW. This means that G & L Beijer’s original shareholders and Carrier will hold 66.7 per cent and 33.3 per cent respectively of the votes, and 58.5 per cent and 41.5 respectively of the capital in the company.
The Extraordinary General Meeting unanimously passed a resolution in accordance with the proposal of shareholders representing 54.8 per cent of the votes that the number of Board Members shall be seven and to elect Phillippe Delpech and William Striebe as new Board Members with effect from the date of completion of the acquisition of Carrier ARW until the end of the next Annual Meeting of shareholders.
After the resolution by the EGM, the acquisition of Carrier ARW and the issuance of new shares will take place with immediate effect. It means that Carrier ARW will be included in G & L Beijer’s accounts from 1 February 2009. The transaction means that G & L Beijer’s pro forma sales will increase to approximately SEK 6,200M with a net profit of SEK 527M calculated on the twelve-month period up to and including September 2008. The total number of employees will be approximately 1,800. G & L Beijer will achieve a significantly strengthened financial position. The equity ratio increases from 39 per cent before the transaction to 46.5 per cent after the transaction. The Group’s debt/equity ratio falls from 0.8 to 0.4.
Malmö, 29 January 2009
G & L Beijer AB (publ)
Board of Directors
For further information, please contact: Joen Magnusson, Managing Director G & L Beijer AB
Telephone +46 40-35 89 00, Mobile +46 709-26 50 91