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Kursutveckling och likviditet under dagen för detta pressmeddelande

Kalender

2025-06-25 Årsstämma 2025
2025-03-05 Bokslutskommuniké 2024
2024-11-27 Kvartalsrapport 2024-Q3
2024-09-25 Kvartalsrapport 2024-Q2
2024-06-27 X-dag ordinarie utdelning SOFTX 0.00 NOK
2024-06-26 Årsstämma 2024
2024-06-24 Kvartalsrapport 2024-Q1
2024-03-27 Extra Bolagsstämma 2024
2024-03-20 Bokslutskommuniké 2023
2023-10-26 Kvartalsrapport 2023-Q3
2023-09-26 Kvartalsrapport 2023-Q2
2023-06-21 Årsstämma 2023
2023-06-21 Kvartalsrapport 2023-Q1
2023-03-30 X-dag ordinarie utdelning SOFTX 0.00 NOK
2023-02-17 Bokslutskommuniké 2022
2022-12-09 Extra Bolagsstämma 2022
2022-10-26 Kvartalsrapport 2022-Q3
2022-08-15 Kvartalsrapport 2022-Q2
2022-04-28 Kvartalsrapport 2022-Q1
2022-04-19 X-dag ordinarie utdelning SOFTX 0.00 NOK
2022-04-17 Årsstämma 2022
2022-02-16 Bokslutskommuniké 2021
2021-12-29 Extra Bolagsstämma 2021
2021-11-17 Kvartalsrapport 2021-Q3
2021-09-08 Kvartalsrapport 2021-Q2
2021-04-29 Kvartalsrapport 2021-Q1
2021-04-14 X-dag ordinarie utdelning SOFTX 0.00 NOK
2021-04-13 Årsstämma 2021
2021-02-09 Bokslutskommuniké 2020
2020-12-14 Kvartalsrapport 2020-Q3
2020-09-30 Kvartalsrapport 2020-Q2
2020-07-01 X-dag ordinarie utdelning SOFTX 0.00 NOK
2020-06-30 Kvartalsrapport 2020-Q1
2020-06-30 Årsstämma 2020
2019-12-20 Extra Bolagsstämma 2019
2019-06-27 Årsstämma 2019
2019-06-03 X-dag ordinarie utdelning SOFTX 0.00 NOK
2018-07-02 Split SOFTX 1:50

Beskrivning

LandNorge
ListaEuronext Growth Oslo
SektorHälsovård
IndustriMedicinteknik
SoftOx Solutions är ett norskt medicintekniskt bolag. Bolaget har utvecklat en egenpatenterad lösning baserad på ättiksyra för behandling av kroniska sår hos patienter. Lösningen används för att eliminera infektioner i samband med biofilmer, vilket består av olika kluster av bakterier. En del av läkemedelsutvecklingen sker i samarbete med övriga forskningsinstitut. SoftOx Solutions etablerades under 2012 och har sitt huvudkontor i Oslo, Norge.
2023-05-30 12:31:18
On 30 May 2023 at 10:00 hours (CEST), an extraordinary general meeting was held
in SoftOx Solutions AS, org. no. 998 516 390 (the "Company") at Martin Linges
vei 25, 1364 Fornebu.
The Chairman of the Board, Geir Almås, opened the general meeting and registered
the attendance. The record of shareholders present and proxies is attached to
the minutes as appendix 1.
The following matters were on the agenda:

1. ELECTION OF A CHAIRMAN OF THE EXTRAORDINARY GENERAL MEETING
Geir Almås was elected as the chairman of the extraordinary general meeting.

2. ELECTION OF A PERSON TO CO-SIGN THE MINUTES
Ingrid Juven was elected to co-sign the minutes.

3. APPROVAL OF THE NOTICE AND THE AGENDA
No objections were made to the notice or the agenda.
The notice and the agenda were thus approved.

4. BACKGROUND AND EQUAL TREATMENT CONSIDERATIONS
The chairman referred to the background for the contemplated capital raise,
which consist of the WIAB Loan, the Private Placement and the issuance of
Warrants (all as defined in the notice of the general meeting). The chairman
also referred to the considerations regarding equal treatment of existing
shareholders.
This item was not subject to vote, but the general meeting noted the chairman's
statement.

5. PROPOSAL TO INCREASE SHARE CAPITAL IN CONNECTION WITH PRIVATE PLACEMENT
The chairman referred to the proposed resolution, and the general meeting
unanimously passed the following resolution:
(i) The share capital of the Company shall be increased by minimum NOK 4,500 and
maximum NOK 8,000 through the issuance of minimum 225,000 and maximum 400,000
new shares, each with a nominal value of NOK 0.02.
(ii) The new shares are issued at a subscription price of NOK 8.00 per share.
(iii) The new shares shall be subscribed by the chairman of the board of
directors on behalf of, and in accordance with authorisation from, the investors
which in advance of the general meeting have entered into an agreement with the
Company for equity and loan, as further set out in the appendix to the minutes
from the general meeting. The pre-emptive rights of the existing shareholders
under section 10-4 of the Private Limited Companies Act are set aside in
accordance with section 10-5 of the Private Limited Companies Act.
(iv) Subscription for the new shares shall be made no later than 1st of July
2023 on a separate subscription form.
(v) Payment of the subscription amount shall be made no later than 1st of July
2023 to a separate bank account for share issue purposes.
(vi) The new shares shall carry rights to dividends from the date on which the
capital increase is registered with the Register of Business Enterprises.
(vii) The Company's estimated costs in connection with the capital increase are
NOK 500,000 (excl. VAT).
(viii) Section 4 of the articles of association shall be amended so as to
reflect the share capital and number of shares after the share capital increase.
(ix) The resolution is conditional upon the general meeting approving item 6,
and will lapse if the item is not resolved.

6. PROPOSAL TO ISSUE WARRANTS TO PARTICIPANTS IN THE FIRST FUNDING ROUND
The chairman referred to the proposed resolution, and the general meeting
unanimously passed the following resolution:
(i) The Company shall issue 4,800,000 warrants in accordance with the provisions
of the Private Limited Companies Act section 11-12.
(ii) Each warrant shall give the holder the right to subscribe for one new share
in the Company at a subscription price of NOK 8 per new share. The subscription
amount for shares issued as a result of exercise of warrants within 31 January
2024, shall be settled by way of conversion of debt into new shares.
(iii) The warrants will be granted free of charge and shall not be tradable.
(iv) The warrants are to be subscribed by the participants in the private
placement set out in section 5. The pre-emptive rights of the existing
shareholders under section 11-13 (1) cf. section 10-4 of the Private Limited
Companies Act are set aside.
(v) Subscription of the warrants shall be made no later than 1 July 2023 on a
separate subscription form.
(vi) The warrants may be exercised by written notice to the Company as follows:
a. 1/3 of the warrants shall be exercised within 31 January 2024.
b. 2/3 of the warrants, with a minimum of 100,000 warrants or wholly if holders
hold a lesser number of warrants, at any date prior to 29th of May 2028.
After expiry of the relevant exercise periods, the relevant warrants will lapse
with no compensation to the holder.
(vii) Shares to be issued as a result of the exercise of warrants shall carry
rights to dividends from the date on which the relevant capital increase is
registered with the Register of Business Enterprises.
(viii) In the event of any split or consolidation of the Company's shares, the
warrants shall be amended based on the same principles that are applied for the
split or consolidation. No other corporate events shall affect the warrants. The
warrants shall not carry any special rights in the event of a liquidation or
transformation of the Company.
(ix) The resolution is conditional upon the general meeting resolving the
Private Placement.

7. PROPOSAL TO ISSUE WARRANTS TO CERTAIN EMPLOYEES AND BOARD MEMBERS
The chairman referred to the proposed resolution, and the general meeting
unanimously passed the following resolution:
(i) The Company shall issue 2,250,000 warrants in accordance with the provisions
of the Private Limited Companies Act section 11-12.
(ii) Each warrant shall give the holder the right to subscribe for one new share
in the Company at a subscription price of NOK 8 per new share. The subscription
amount for shares issued as a result of exercise of warrants within 31 March
2024, shall be settled by way of conversion of debt into new shares.
(iii) The warrants will be granted free of charge and shall not be tradable.
(iv) The warrants are to be subscribed by the employees and board members set
out in the appendix to the general meeting minutes. The pre-emptive rights of
the existing shareholders under section 11-13 (1) cf. section 10-4 of the
Private Limited Companies Act are set aside.
(v) Subscription of the warrants shall be made no later than 1 July 2023 on a
separate subscription form.
(vi) The warrants may be exercised by written notice to the Company as follows:
a. 1/3 of the warrants shall be exercised within 31 March 2024, and will be
contingent on the employment or directorship (as applicable) not having been
terminated.
b. 2/3 of the warrants, with a minimum of 100,000 warrants or wholly if holders
hold a lesser number of warrants, at any date prior to 29th of May 2028.
After expiry of the relevant exercise period, the relevant warrants will lapse
with no compensation to the holder.
(vii) Shares to be issued as a result of the exercise of warrants shall carry
rights to dividends from the date on which the relevant capital increase is
registered with the Register of Business Enterprises.
(viii) In the event of any split or consolidation of the Company's shares, the
warrants shall be amended based on the same principles that are applied for the
split or consolidation. No other corporate events shall affect the warrants. The
warrants shall not carry any special rights in the event of a liquidation or
transformation of the Company.

8. GENERAL AUTHORISATION TO INCREASE THE SHARE CAPITAL
The chairman referred to the proposed resolution, and the general meeting
unanimously passed the following resolution:
(i) The board of directors is authorized pursuant to the Private Limited
Companies Act section 10-14 (1) to increase the Company's share capital in one
or more rounds by up to NOK 105,678.71.
(ii) The authorisation is effective from registration in the Norwegian Register
of Business Enterprises and is valid until the annual general meeting to be held
in 2024, however no later than 30 June 2024.
(iii) The pre-emptive rights of the shareholders under section 10-4 of the
Private Limited Companies Act may be set aside.
(iv) The authority covers capital increases against contributions in cash and
contributions other than in cash (including by way of conversion of debt cf.
section 10-2 of the Private Limited Companies Act). The authority does not cover
an increase of share capital through mergers in accordance with section 13-5 of
the Private Limited Companies Act.

There were no further matters on the agenda so the meeting was closed.