At the Extraordinary General Meeting held on 8 February 2011, the shareholders of ALSO Holding AG approved the projected merger of ALSO with Actebis and agreed to the following related motions:
Payment of a special dividend of CHF 1.00 gross per registered share to existing shareholders of ALSO Holding AG by 15 February 2011.
An ordinary capital increase amounting to 6,809,950 new shares with a par value of CHF 1.00.The new value of the share capital is thus CHF 12,848,962.
The company will be renamed ALSO-Actebis Holding AG
Various other amendments to the statues made necessary by the transaction.
Appointment to the Board of Directors for a three-year period of office of Messrs. Walter P.J. Droege, Frank Tanski, Alfons Frenk, Herbert H. Jacobi and Peter Bühler.
Following finalization of the transaction (entry in the Commercial Registry), the shareholders of ALSO-Actebis Holding AG will be as follows: 51% Droege Group, 30% Schindler Holding AG and 19% public shareholders. Suitable measures for increasing the free float of ALSO-Actebis stock will be evaluated in due course.
The Ordinary General Meeting of ALSO-Actebis Holding AG will take place at the Hotel Palace in Lucerne on 10 March 2011. On the occasion of this Meeting, the proposals to shareholders will include the creation of contingent and authorized capital to a maximum figure of CHF 2,500,000.