The annual general meeting 2021 (“AGM”) of Storytel AB (publ) (“Storytel” or the “Company”) was held today on 4 May 2021, where the following resolutions were passed by the shareholders. For details of the announcement from the annual general meeting see attached pdf. Due to the ongoing corona pandemic, the AGM was carried out through postal voting only, without physical presence.
Election of the board of directors, auditor and remuneration
The AGM resolved, in accordance with the nomination committee’s proposal, that the board of directors shall comprise seven directors and no deputy directors. The AGM also resolved that the Company shall have one registered audit firm.
In accordance with the nomination committee’s proposal, Stefan Blom, Helen Fasth Gillstedt, Malin Holmberg, Nils Janse, Rustan Panday, Jonas Sjögren and Jonas Tellander were re-elected as directors of the board. Rustan Panday was re-elected as chairman of the board.
Ernst & Young Aktiebolag was elected as the Company auditor. Ernst & Young Aktiebolag has announced that Beata Lihammar will be main responsible auditor.
Authorisation for the board to issue shares, convertibles and/or warrants
The AGM resolved, in accordance with the board of directors’ proposal, to authorize the board of directors during the period up until the next annual general meeting to, with or without preferential rights for the shareholders, on one or more occasions, resolve to issue shares, convertibles and/or warrants, to be paid in cash, in kind and/or by way of set-off. The authorization may be used for issuances of not more than 10 percent of the share capital of the Company after dilution based on the number of shares at the time when the authorization is used for the first time.
Amendments of the articles of association
The AGM resolved, in accordance with the board of directors’ proposal, to amend the limits of the share capital and number of shares in the articles. It was also resolved to introduce the possibility to collect proxies and postal voting.
Employee stock option program and directed issue of warrants as well as approval of transfer of warrants
The AGM resolved, in accordance with the board of directors’ proposal, regarding the employee stock option program 2021/2024, which consist of a maximum of 630,000 stock options. The stock options are allotted at no consideration. Each stock option confers the holder a right to acquire one new share of series B in the Company against an exercise price corresponding to 120 per cent of the average volume weighted price for the Company’s share of series B as quoted on Nasdaq First North Growth Market during the period as from 17 May 2021 up to and including 28 May 2021. No employee or key consultant shall be offered more than 7,000 stock options. The holder can exercise allotted and vested stock options during the period from 1 June 2024 to 15 December 2024.
Warrant based incentive program for executive management and key individuals
The AGM resolved, in accordance with the board of directors’ proposal, to issue a maximum of 520,000 warrants, with deviation from the shareholders preferential rights, which may result in a maximum increase in the Company’s share capital of SEK 260,000. The warrants shall entitle to subscription of new B shares in the Company.
The subscription price per share shall be determined to 165 percent of the volume weighted average price for the Company’s share of series B on Nasdaq First North Growth Market during the period from 17 May 2021 up to and including 28 May 2021. The warrants may be exercised for subscription of shares during the period from 1 June 2024 up to and including 30 June 2024.
The maximum dilution effect of the stock option program and the warrant program amounts to a maximum of approximately 1.88 percent of the total number of shares and votes in the Company, assuming full subscription, acquisition and exercise of all offered stock options and warrants.
For additional details and the complete resolutions at the AGM refer to the notice and the complete proposals available at the Company’s website, www.investors.storytel.com.
For more information, please contact:
Sofie Zettergren, Chief Financial Officer, Storytel AB: +46 70 509 98 08
Dan Panas, Head of Global Communications & PR, Storytel AB: +46 70 186 52 90
FNCA Sweden AB is the company’s certified adviser. FNCA can be reached at info@fnca.se or 08-528 00 399.
About Storytel
Storytel is one of the world’s largest subscribed audiobook and e-book streaming services and offers listening and reading of more than 500 000 titles on a global scale. Our vision is to make the world a more empathetic and creative place with great stories to be shared and enjoyed by anyone, anywhere and anytime. Storytel’s streaming business is conducted under the brands Storytel and Mofibo. Storytel’s publishing business area is carried out through the audiobook publisher StorySide and acclaimed Nordic publishing houses such as Norstedts Förlagsgrupp, People’s and Gummerus. Storytel operates in over 20 markets around the globe and is headquartered in Stockholm, Sweden.