HB GRANDI HF. ,RESULTS OF SHAREHOLDERS’ MEETING ON 12 NOVEMBER 2013
1. Confirmation of merger with Laugafiskur ehf.
Shareholders meeting of HB Grandi hf. held on 12 November confirmed, in accordance with Article 124 of Act No. 2/1995 on Public Limited Companies, the merger with Laugafiskur ehf., as laid out in the merger schedule for the companies dated 22 August 2013, as advertised on 9 October 2013.
The effective date of the merger is 1st of July 2013 and HB Grandi hf. takes over the company’s entire operation, assets and liabilities, rights and obligations in accordance with the merger schedule. In order to match the companies’ merger, the company’s share capital will be increased by ISK 15,625,000. The exchange ratio is 16 so that each shareholder in Laugafiskur ehf. receives 1 share in HB Grandi hf. for 16 shares in Laugafiskur ehf.
2. Share capital increase due to the purchase of all shares in Vignir G. Jónsson hf.
A shareholders’ meeting on 12 November 2013 approved a share capital increase of ISK 100,000,000 at First North’s most recent rate or 16.2. The additional share capital is to be used entirely to purchase all the shares in Vignir G. Jónsson hf.
Only shareholders in Vignir G. Jónsson hf. can register for the new shares. HB Grandi shareholders do not, therefore, enjoy pre-emptive rights in this instance.
The subscription option is set at four weeks from the date of the proposal’s ratification, and all new shares shall be paid for with shares in Vignir G. Jónsson hf.
The company’s Articles of Association apply to the new shares and provide shareholders with full rights in the company from the date of registration.
The estimated cost of the share capital increase is ISK 150,000, plus a stamp duty of 0.5% of the issued shares.
Reykjavík, 12 November 2013
The board of HB Grandi hf.