The shareholders in Cibus Nordic Real Estate AB (publ), reg. no 559135-0599, are hereby invited to an extraordinary general meeting on Thursday, 23 January 2020, at 09:30 a.m., at the offices of Cibus Nordic Real Estate AB (publ) at Kungsgatan 56, SE-111 22 Stockholm, Sweden.
Shareholders who wish to attend the extraordinary general meeting must:
- Be recorded in the share register on Friday, 17 January 2020, and
- Give notice of their attendance to the company no later than on Friday, 17 January 2020.
Notice may be submitted in writing to Cibus Nordic Real Estate AB (publ), Att: Pia-Lena Olofsson, Kungsgatan 56, SE-111 22 Stockholm, Sweden, or by e-mail to email@example.com. The notification shall state the name, personal identification number or company registration number, address, telephone number, number of shares and the number accompanying advisors, if any. In addition to the notification, shareholders attending by proxy or a representative should attach powers of attorneys, registration certificates and any other documents of authorisation to the company.
Shareholders whose shares are nominee-registered must, in order to attend the meeting, temporarily re-register the shares in their own name at Euroclear Sweden AB. Such re-registration must be completed on Friday, 17 January 2020, which means that such re-registration should be requested at the nominee well before this date.
Shareholders represented by a proxy shall issue in writing and date a power of attorney for the proxy holder or, if the right to represent the shareholder's shares is divided between different persons, the proxy holders stating the number of shares represented by each proxy holder. The power of attorney is valid for a maximum of one year after being signed, or during the longer valid time stated in the power of attorney, thus for a maximum of five years. If the power of attorney is issued by a legal person, an authorised copy of the registration certificate or similar should be attached, proving the authority of the issuer of the power of attorney to sign on behalf of the legal person. The original power of attorney and a certificate of registration, if any, should in ample time before the meeting be sent to the company by post on the above address. A template power of attorney will be available at the company's website www.cibusnordic.com and will be sent to the shareholders that so requests and state their postal address.
Number of shares and votes
There are in total 31,100,000 shares in the company, representing 31,100,000 votes. The company does not own any own shares.
Shareholders' right to request information
Upon request by any shareholder and where the board deems it possible without causing significant harm to the company, the board and the CEO shall, at the meeting, provide information in respect of any circumstances which may affect the assessment of a matter on the agenda and any circumstances which may affect the assessment of the company's or a subsidiary's financial position or the company's relationship to other group companies.
Use of personal data
In connection with the notice of attendance, Cibus Nordic Real Estate AB (publ) will process the shareholders' personal data, which is requested above. The personal data gathered from the share register, notice of attendance at the extraordinary general meeting and information about proxies and advisors will be used for registration, preparation of the voting list for the extraordinary general meeting and, when applicable, the meeting minutes. The personal data will only be used for the extraordinary general meeting. For additional information regarding Cibus Nordic Real Estate AB (publ)'s processing of personal data and your rights, please see Cibus Nordic Real Estate AB (publ)'s website www.cibusnordic.com under the heading "Shareholders' Personal Data" (which can be found under the section "Investors" under the heading "The Share").
1. Opening of the meeting.
2. Election of a chairman of the meeting.
3. Preparation and approval of the voting register.
4. Approval of the proposed agenda.
5. Election of one or more persons to check and verify the minutes.
6. Determination of whether the meeting was duly convened.
7. Resolution to grant the board of directors the authority to issue new shares, including with deviation from the shareholders' pre-emption rights.
8. Resolution on distribution of dividends in case the board of directors exercises the authorisation to issue new shares.
9. Closing of the meeting.
Resolutions proposed by the board of directors
Item 7 - Resolution to grant the board of directors the authority to issue new shares, including with deviation from the shareholders' pre-emption rights.
The board of directors proposes that the shareholders adopt a resolution at the general meeting granting the board of directors the authority, on one or more occasions, for the period until the next annual general meeting, to issue new shares, with or without pre-emption rights for the shareholders. The total number of shares that may be issued by virtue of the authorisation must be within the limits of the share capital according to the articles of association. The total number of shares that may be issued by virtue of the authorisation may not exceed 20 per cent of total number of outstanding shares in the company on the date of the extraordinary general meeting, i.e. no more than 6,220,000 shares may be issued.
Item 8 - Resolution on distribution of dividends in case the board of directors exercises the authorisation to issue new shares.
Should the board exercise the above mentioned authorisation to issue new shares at such time that the new shares are entered into the share register, at the latest, on the record date for dividends expected to be paid 31 March 2020, which has been resolved upon by the annual general meeting, i.e. 24 March 2020, it is proposed that the general meeting resolve that a dividend be paid in such amount that the dividend still amounts to EUR 0.22 per share, for both existing shares and shares that may be issued by virtue of the authorisation. If the authorisation is not exercised in such time, no further dividend shall be paid.
Should the board choose to exercise the authorisation to issue new shares at such time that the new shares are entered into the share register, at the latest, on the record date for dividends expected to be paid 31 March 2020, which has been resolved upon by the annual general meeting, i.e. 24 March 2020, the board proposes that of unappropriated earnings of EUR 260,191,838 (which refers to unappropriated earnings after deduction of the dividend resolved upon at the annual general meeting), a dividend of EUR 0.22 per share shall be paid, corresponding to a further dividend in the total amount of EUR 1,368,400 if the authorisation is exercised in full. The proposed record date for payment of the dividend is 24 March 2020. Expected date of payment is 31 March 2020.
The resolution proposed by the board of directors in item 7 on the agenda will only be validly adopted if shareholders holding no less than two thirds (2/3) of both the votes cast and the shares represented at the meeting vote in favour of the resolution.
Complete proposal regarding item 7 on the agenda, concerning authority for the board of directors to issue new shares will be made available at the company's office and on the company's website, www.cibusnordic.com, and be sent, free of charge, to the shareholders that so requests and state their postal address.
For further information, please contact:
Sverker Källgården, CEO, Cibus Nordic Real Estate (+46 761 444 888)
Stockholm, December 2019
Cibus Nordic Real Estate AB (publ)
The board of directors
Cibus is a real estate company listed on Nasdaq First North Premier in Stockholm. The company's business idea is to acquire, develop and manage high quality properties in the Nordics with daily goods store chains as anchor tenants. The company currently owns approximately 140 properties in Finland. The main tenants are Kesko, Tokmanni and S-Group. FNCA Sweden AB, +46 (0) 8-528 00 399 firstname.lastname@example.org, is appointed Certified Adviser.
Cibus Nordic Real Estate AB (publ) bjuder in till telefonkonferens/audiocast den 27 februari kl. 9:30. Bolagets VD, Sverker Källgården och CFO, Pia-Lena Olofsson, presenterar bolagets delårsrapport på engelska.
Cibus Nordic Real Estate AB (publ) invite to teleconference and audio cast on February 27, 2020 at 9.30 CET. The company's CEO, Sverker Källgården, and CFO, Pia-Lena Olofsson, will present the interim report for the forth quarter 2019 in English.
Cibus Nordic Real Estate AB (publ) ("Cibus" or the "Company") has today closed the acquisition of a property located in Virrat and fully let to Tokmanni. The acquisition was signed and announced in June 2019.
Vid extra bolagsstämma den 23 januari 2020 i Cibus Nordic Real Estate AB (publ) fattades i huvudsak följande beslut:
At the extraordinary general meeting held on 23 January 2020 in Cibus Nordic Real Estate AB (publ) the main resolutions passed were the following:
Cibus Nordic Real Estate AB (publ) ("Cibus" or the "Company") has today signed the acquisition of a grocery store property. The property is under development and transaction is targeted to close in May 2020 upon completion.
Aktieägarna i Cibus Nordic Real Estate AB (publ), org. nr 559135-0599 kallas härmed till extra bolagsstämma torsdagen den 23 januari 2020 klockan 09.30 i Cibus Nordic Real Estate AB (publ)s lokaler på Kungsgatan 56, 111 22 Stockholm, Sverige.
Cibus takes another step in building the company by hiring Lauri Tiensuu as CIO of Finland, responsible for managing the company's investment activity in Finland. Lauri joins Cibus from Finnish investment bank Advium Corporate Finance Ltd, where he has since 2012 advised clients in real estate transactions. Lauri will join the senior management group of the company and report to the CEO Sverker Källgården, taking up his position on the 7th of January 2020.
Cibus Nordic Real Estate AB (publ) ("Cibus" or the "Company") has today concluded the acquisition of a portfolio of three daily goods properties.
Juli - september 2019 (jämfört med juli - september 2018)
· Hyresintäkter uppgick till 13 154 TEUR (12 568)
· Driftnettot uppgick till 12 476 TEUR (12 052)
· Förvaltningsresultat uppgick till 7 285 TEUR (7 203)
· Periodens resultat uppgick till 5 474 TEUR (6 577) vilket motsvarar 0,2 EUR (0,2) per aktie
Januari - september 2019
· Hyresintäkter uppgick till 38 361 TEUR
· Driftnettot uppgick till 36 058 TEUR
· Förvaltningsresultat uppgick till 21 682 TEUR
· Periodens resultat uppgick till 24 634 TEUR vilket motsvarar 0,8 EUR per aktie
July - September 2019 (compared with July - September 2018)
· Rental income amounted to EUR 13,154 thousand (12,568)
· Net operating income totalled EUR 12,476 thousand (12,052)
· Profit from property management was EUR 7,285 thousand (7,203)
· Earnings after tax amounted to EUR 5,474 thousand (6,577), corresponding to EUR 0,2 (0,2) per share
January - September 2019
· Rental income amounted to EUR 38,361 thousand
· Net operating income totalled EUR 36,058 thousand
· Profit from property management was EUR 21,682 thousand
· Earnings after tax amounted to EUR 24,634 thousand, corresponding to EUR 0,8 per share
Cibus Nordic Real Estate AB (publ) bjuder in till telefonkonferens/audiocast den 15 november kl. 10. Bolagets VD, Sverker Källgården och CFO, Pia-Lena Olofsson, presenterar bolagets delårsrapport på engelska.
Cibus Nordic Real Estate AB (publ) invite to teleconference and audio cast on November 15, 2019 at 10.00 CET. The company's CEO, Sverker Källgården, and CFO, Pia-Lena Olofsson, will present the interim report for the third quarter 2019 in English.
Cibus Nordic har enligt beslutet på årsstämman i april 2019 utsett valberedning som utgörs av följande personer:
- Matti-Pekka Sävelkoski, SFC Holding
- Olof Nyström, AP4
- Jussi Nyrölä, Talomon Capital
- Patrick Gylling, Styrelseordförande Cibus Nordic
Cibus Nordic has following the decision on the general meeting in April 2019 appointed the following individuals to the nomination committee:
- Matti-Pekka Sävelkoski, SFC Holding
- Olof Nyström, AP4
- Jussi Nyrölä, Talomon Capital
- Patrick Gylling, Chairman of the Board of Cibus Nordic
Converting food into yield