STOCKHOLM, Sweden, Feb. 4, 2002 (PRIMEZONE) -- Shareholders in Adera AB (publ) are hereby invited to attend an Extraordinary General Meeting to be held on February 18, 2002 at 10:00 a.m., at Adera's premises, Gavlegatan 22, Stockholm, Sweden.
Notification
Shareholders who wish to participate in the Meeting must be listed in the register of shareholders maintained by VPC AB (the Swedish Securities Register Center) not later than February 8, 2002 and notify the company of their intent to participate in the Meeting not later than February 13, 2002 at 3:00 p.m. Notification may be made in writing to the company at the following address: Adera Sweden AB, Attn: Tony Ryden, Gavlegatan 22, 113 30 Stockholm, Sweden. Notification can also be made by e-mail to tony.ryden@aderagroup.com, by fax on +46 8 587 775 91 or by telephone on +46 8 587 775 10. In notifying the Company, shareholders must state their name/company name, national registration/corporate registration number, address and telephone number.
Right To Participate
Only shareholders whose shares are registered in their own name are entitled to participate in the Meeting. Shareholders whose shares are registered in the names of nominees, through the trust department of a bank or other trustee, must temporarily re-register the shares in their own names at VPC not later than February 8, 2002.
Proposed agenda
1. Opening of the Meeting.
2. Election of the Chairman of the Meeting.
3. Preparation and approval of the list of shareholders entitled to
vote at the Meeting.
4. Approval of the agenda.
5. Election of minutes-checkers.
6. Determination of whether the Meeting has been duly convened.
7. Matter concerning approval pursuant to the Act (1987:464)
concerning Certain Directed Placements in Stock Market Companies,
etc, of the transfer of all the shares in the subsidiary Blanking
i Malmo AB ("Blanking").
8. Closure of the Meeting.
Proposal from the Board
The company has, subject to approval from the shareholders and the release of an outstanding mother company guarantee, entered into an agreement concerning a sale of Blanking to a newly established company, owned with 2/3 by Anders Truedsson, the present managing director of Blanking and also a former owner of Blanking. The purchase price for the shares in Blanking amounts to SEK 178,000 and Blanking will repay SEK 721,800 of a loan on the transfer date. The remaining loan of SEK 956,450 will be quarterly amortised by Blanking and be finally paid one year after the transfer date.
Documentation etc.
The Board's statement with regard to the proposal to sell the shares in Blanking and a summary of a valuation statement according to the Listing Agreement with Stockholmsborsen AB is available on the company's website www.adera.com and at the company. A valid resolution of the sale demand the assistance of shareholders with at least 9/10 of both the votes cast and the shares represented at the meeting.
The documentation in line with paragraph 4, chapter 4 of the Swedish Companies Act will be available at the company at least one week prior to the Meeting and will be sent to shareholders who so request and who provide their postal address.
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