euro adhoc: Implenia AG
Annual & Special Corporate Meetings
Implenia aims to
clarify the situation
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Company Information
19.11.2007
Extraordinary general meeting to confirm statutory restrictions on share registration
D i e t l i k o n, 19 November 2007 - The Board of Directors of Swiss construction services group Implenia AG has decided to convene an extraordinary general meeting of shareholders on 14 December. Shareholders at the meeting will be asked to vote on whether the current "Lex Koller" legal restrictions on registering foreign shareholders should be lifted as requested by British financial company Laxey Partners. Laxey Partners, which owns 34 percent of Implenia´s shares, launched a takeover offer to all shareholders on 5 November. This offer is contingent on the removal of restrictions on transferring share ownership.
Implenia´s Board of Directors wants to maintain the current restrictions on transferability in accordance with Article 7 para. 4b of the company´s articles of association. These restrictions - recently confirmed in a decree by Bülach District Council - mean that foreign shareholders may not own more than 20% of voting rights in Implenia. If this threshold were breached, Implenia would qualify as foreign-controlled. As a result, a lucrative part of the company´s business, which is crucial to its whole business model, would be lost. A great deal of shareholder value would be destroyed in the process. The Board of Directors strongly recommends, therefore, that shareholders reject any change in the relevant restrictions on registering foreign investors.
Laxey is currently entered in Implenia´s share register with 4.9 percent of shares. The remaining shares up to the 20% threshold mentioned above are in the hands of numerous other foreign investors.
Invitation to a media and analysts' conference today, Monday, 10.30 am, Hotel Savoy, Zurich
A media and analysts´ conference, headed by Chairman of the Board of Directors Anton Affentranger, is being held at 10.30 a.m. today, Monday, at the Hotel Savoy in Zurich, in order to explain why the Board of Directors of Implenia is convening an extraordinary general meeting.
end of announcement euro adhoc 19.11.2007 07:00:00
Further inquiry note:
Hirzel.Neef.Schmid.Konsulenten
Aloys Hirzel
Tel. +41 43 344 42 42
Branche: Building materials
ISIN: CH0023868554
WKN: 2386855
Index: SPI, SSCI, SPIEX
Börsen: SWX Swiss Exchange / official market