Karo Bio’s Annual General Meeting
KARO BIO’S ANNUAL GENERAL MEETING
At Karo Bio AB’s Annual General Meeting on Wednesday April 9, 2003 the
following was resolved.
Dividend
No dividend is to be paid for the financial year 2002.
Board of Directors
Johan Claesson new election
Dana M. Fowlkes re-election
Lars Ingelmark re-election
Ulla Litzén new election
Per-Olof Mårtensson re-election
Björn Nilsson re-election
Leon E. Rosenberg re-election
John D. Baxter deputy, re-election
Jan-Åke Gustafsson deputy, re-election
At the Board Meeting following the Annual General Meeting, Per-Olof
Mårtensson was elected Chairman of the Board.
The previous Board Members Bertil Hållsten and Dan Sten Olsson and
deputy Board Member Per Otteskog had declined re-election.
Nomination Committee
The Meeting resolved that the three largest shareholders, not being
represented in the Board of Directors, shall appoint one representative
each, which together with the Chairman of the Board shall be members of
the nomination committee in respect of the 2004 annual general meeting.
The representatives shall be appointed and announced no later than in
conjunction with the company’s quarterly report for the third quarter
2003.
Employee Stock Option Program
At the meeting it was unanimously resolved to adopt Employee Stock
Option Program 2003/2011 through issuance of stock options to employees
of the Karo Bio Group. To ensure that Karo Bio can fulfill its
obligation regarding the Employee Stock Option Program, the Meeting
resolved to issue debentures with 241,000 detachable warrants in
accordance with the Board’s proposal. The share capital can increase by
no more than in total SEK 1,205,000.
Approval of decisions on New Share Issue
The Annual General Meeting has today approved the decision on a rights
issue with preferential right for existing shareholders. The rights
issue will include no more than 4,821,851 shares at a nominal value of
SEK 5 each, in summary with the following conditions:
Each five shares held entitles to subscribe for two new shares
The subscription price is SEK 26 per share
Record date for participation in the rights issue is April 14, 2003,
consequently the last date for trading in the Karo Bio shares including
subscription rights is April 9, 2003
Trading in subscription rights will take place during the period April
17 – May 5, 2003
The subscription period is from April 17 – May 8, 2003
Prospectus, subscription form and issue statement will be distributed to
Karo Bio’s shareholders beginning on or about April 15, 2003
Through the rights issue, the company will raise approximately SEK 120
million after transaction costs and assuming that the rights issue is
fully subscribed.
Huddinge, April 10, 2003
KARO BIO AB (publ)
For further information, please contact
Björn Nilsson, President and CEO, phone +46 8 608 60 20
Bertil Jungmar, Chief Financial Officer, phone +46 8 608 60 52
Facts about Karo Bio
Karo Bio has operations in Sweden and the United States. The Company
employs 116 people.
Karo Bio has been listed on the Stockholm stock exchange (Reuters:
KARO.ST) since 1998 and maintains a leading position in the field of
drug discovery focused on nuclear receptors. Nuclear receptors are
validated drug targets for a number of clinical indications and the
Company uses proprietary technologies for the development of novel and
improved therapies for major markets. Karo Bio has 368 patent cases
including 120 granted patents.
Karo Bio has drug discovery programs in several therapeutic areas
including men and women’s health care, metabolic disorders such as
obesity, cardiovascular disease, diabetes, dermatology and
ophthalmology.
Karo Bio collaborates with major pharmaceutical companies for
development of products and marketing. In these collaborations Karo Bio
receives upfront payments, R&D funding, milestone payments as well as
royalties on net sales when products reach the market.
Karo Bio has strategic pharmaceutical drug discovery collaborations with
Abbott Laboratories, Bristol-Myers Squibb, Merck & Co., Inc. and Wyeth
Pharmaceuticals.
This press release is also available on www.karobio.com and
www.waymaker.net
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