The Extraordinary General Meeting in Bong resolved on amendment of convertible bond terms and new issues of shares and subscription warrants

At the extraordinary general meeting in Bong AB (publ) (”Bong”) on 25 January
2016, in accordance with proposals from the Board, the Meeting resolved to amend
the terms and conditions for the convertible bonds issued by the company under
series 2013/2018, a reduction of the company’s share capital by SEK 59,530,650,
a new share issue of no more than 27,272,727 shares with right to payment by set
-off, a directed share issue of no more than 19,999,975 shares and a directed
issue of no more than 40,000,000 subscription warrants.
Bong has previously announced the agreement in principle made with the company’s
two main lending banks regarding repurchase of the banks’ claims on Bong in
order to significantly reduce and change the nature of Bong’s indebtedness (the
“Transaction”). Certain prerequisites for the Transaction were to implement a
bond issue and to convert all convertible bonds under series 2013/2018. The
final implementation of the bond issue and the conversion of the convertible
bonds were subject to resolutions by the extraordinary general meeting in
accordance with the Board’s proposals on amendment of the terms and conditions
for the convertible bonds, a reduction of the company’s share capital, a set-off
issue, a directed share issue and a directed issue of subscription warrants. The
extraordinary general meeting has now passed the following resolutions in
accordance with the proposals from the Board.

Amendment of terms and conditions for convertible bonds
The meeting resolved in accordance with the Board’s proposal on the amendment of
the terms and conditions for convertible bonds under series 2013/2018 in order
to enable Bong, and the convertible bond holders, to convert, at any time, all
convertible bonds into shares in Bong at a conversion price of SEK 2.75 per
share. Upon registration of the amendment of the terms and conditions with the
Swedish Companies Registration Office (Sw. Bolagsverket), Bong intends to
convert the aggregate outstanding nominal amount of SEK 75,000,000 into
27,272,727 shares in Bong.

Reduction of the share capital
The meeting resolved in accordance with the Board’s proposal to reduce Bong’s
share capital by SEK 59,530,650, without a share reduction, for allocation to
non-restricted equity. After the reduction of the share capital the quota value
of each share will be SEK 1.12. The Company’s share capital and equity will be
restored by the implementation of the set-off issue and the conversion of the
convertible bonds.

Set-off issue
The meeting resolved in accordance with the Board’s proposal to issue not more
than 27,272,727 new shares at a subscription price of SEK 1.50 per share by way
of a set-off issue directed to Bong’s main lending banks. Payment shall be made
by setting off part of the banks’ claim on Bong, in total SEK 40,909,090.50.

Directed share issue
The meeting resolved in accordance with the Board’s proposal to issue not more
than 19,999,975 new shares at a subscription price of SEK 1.00 per share. The
right to subscribe for 10,000,000 shares shall accrue to Bong’s main lending
banks in equal parts and the right to subscribe for 9,999,975 shares shall
accrue to ABG Sundal Collier AB on behalf of the convertible bond holders.
Subscription may take place between 28 January 2016 and 28 April 2016.

Issue of subscription warrants
Further, the meeting resolved in accordance with the Board’s proposal to issue
not more than 40,000,000 subscription warrants under series 2016/2019. The
subscription warrants shall be issued free of charge and will be subscribed for
by ABG Sundal Collier AB on behalf of the bond holders. Subscription for shares
through exercise of the subscription warrants shall be made not later than 1
February 2019 at a subscription price of SEK 1.15 per share.

Upon implementation and registration with the Swedish Companies Registration
Office of the resolutions on (i) amendment of the terms and conditions for
convertible bonds under series 2013/2018 and conversion of all outstanding
convertible bonds into shares in Bong, (ii) reduction of the share capital,
(iii) set-off issue and (iv) directed issue of subscription warrants, Bong can
complete all steps of the Transaction in accordance with the agreement in
principal with the main lending banks. Bong expects the Transaction to be
completed at the end of January or in the beginning February.

About Bong
Bong is a leading provider of specialized packaging and envelope products in
Europe, offering solutions for distribution and packaging of information,
advertising materials and lightweight goods. Important growth areas in the Group
are packaging within retail and e-commerce and the envelope market within
Eastern Europe. The Group has annual sales of approximately SEK 2.3 billion and
about 1,685 employees in 16 countries. Bong has strong market positions in the
majority of key markets in Europe, and the Group sees interesting possibilities
for continued expansion and development. Bong is a public limited company whose
stock is quoted on the Nasdaq Stockholm (Small Cap).

This information is of the kind that Bong AB (publ) is obliged to publish
pursuant to the Securities Market Act. The information was given for publication
at 6.30 p.m. on 25 January 2016.

For further information, please contact Stéphane Hamelin, CEO of Bong AB.
Telephone (switchboard) +46 44 20 70 00.