NOT FOR RELEASE, DISTRIBUTION OR PUBLICATION INTO
OR IN THE UNITED STATES, AUSTRALIA, CANADA, OR JAPAN
- Annual General Meeting of shareholders to take place on June 28,
2013
- Publication of annual figures and report regarding events and
observations to be released early June 2013
Gouda - Royal Imtech N.V.,
(IM-AE, technical services provider in and outside Europe) today
publishes the full agenda for the Annual General Meeting of
shareholders on June 28, 2013. As of today, the agenda will be
available on the company's website (www.imtech.com). In early June,
the company will publish a report about the events and observations
at Imtech as they have appeared since the investigations.
Accountability will be given at the Annual General Meeting of
shareholders on June 28, 2013.
Report events and
observations
In a report to be published in early June 2013, Royal Imtech N.V.
will give information about the investigations and observations
over the past period. The purpose of the report is to give an open,
clear overview and picture of the events and observations. This
report will be discussed with shareholders at the Annual General
Meeting of shareholders on June 28, 2013.
Agenda for Annual General
Meeting of shareholders (AGM)
Royal Imtech N.V.'s Annual General Meeting of shareholders will
take place on June 28 2013 in Rotterdam. The invitation for this
meeting is attached as part of the appendix. During this meeting
the annual results for 2012, the events and observations from the
investigation, the intended rights issue and the adjusted
remuneration policy will be discussed. The term of Mr van der Meer,
Chairman of the Supervisory Board, expires after the AGM. Mr van
der Meer has decided not to seek re-election. At the meeting Mr van
der Meer will give a clarification concerning his
decision.
Appendix: Invitation Annual General Meeting of Shareholders
More information
Media: |
Analysts & investors: |
Dorien Wietsma
Director Corporate Communication &
CSR
T: +31 182 54 35 53
E: dorien.wietsma@imtech.com
www.imtech.com |
Jeroen Leenaers
Director Investor Relations
T: +31 182 543 504
E: jeroen.leenaers@imtech.com
www.imtech.com
|
Imtech
profile
Royal Imtech N.V. is a European technical
services provider in the fields of electrical solutions, ICT
(information and communication technology) and mechanical
solutions. With 29,000 employees, Imtech achieves annual revenue of
more than 5.1 billion euro. Imtech holds attractive positions in
the buildings and industry markets in the Netherlands, Belgium,
Luxembourg, Germany, Austria, Eastern Europe, Sweden, Norway,
Finland, the UK, Ireland, Turkey and Spain, the European markets of
ICT and Traffic as well as in the global marine market. In total
Imtech serves 24,000 customers. Imtech offers integrated and
multidisciplinary total solutions that lead to better business
processes and more efficiency for customers and the customers they,
in their turn, serve. Imtech also offers solutions that contribute
towards a sustainable society - for example, in the areas of
energy, the environment, water and traffic. Imtech shares are
listed on the NYSE Euronext Amsterdam, where Imtech is included in
the AEX Index. Imtech shares are also included in the Dow Jones
STOXX 600 index.
Disclaimer
Please read this carefully as it applies to
all persons who read this press release. This press release
contains information and documents relating to an offer, through a
rights issue, of new shares of Royal Imtech N.V. You may not be
eligible to view the contents of that information and those
documents. Accordingly, if you wish to read this information you
must first inform yourself about and then observe the statutory and
regulatory requirements applicable to you and to your jurisdiction.
In order to establish whether or not you may view the information
and documents please read the disclaimer below in
full.
This press release is not for release,
distribution or publication, whether directly or indirectly and
whether in whole or in part, into or in the United States,
Australia, Canada or Japan or any (other) jurisdiction where to do
so would constitute a violation of the relevant laws of such
jurisdiction.
This press release is for information purposes only and is not
intended to constitute, and should not be construed as, an offer to
sell or a solicitation of any offer to buy securities of Royal
Imtech N.V. (the "Company", and such securities, the "Securities")
in the United States, Australia, Canada or Japan or in any other
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration, exemption from registration or
qualification under the securities laws of such
jurisdiction.
The Securities have not and will not be registered under the U.S.
Securities Act of 1933, as amended (the "U.S. Securities Act") and
will not be registered with any authority competent with respect to
securities in any state or other jurisdiction of the United States
of America. The Securities may not be offered or sold in the United
States of America absent registration or an exemption from
registration under the U.S. Securities Act. The Company has
registered no part of the offering of the Securities in the United
States of America or any other jurisdiction, nor has it the
intention to do so. The Company has no intention to make a public
offering of Securities in the United States.
The Company has not authorized any offer to the public of
Securities in any Member State of the European Economic Area other
than the Netherlands. With respect to any Member State of the
European Economic Area, other than the Netherlands, and which has
implemented the Prospectus Directive (each a "Relevant Member
State"), no action has been undertaken or will be undertaken to
make an offer to the public of Securities requiring publication of
a prospectus in any Relevant Member State. As a result, the
Securities may only be offered in Relevant Member States (i) to any
legal entity which is a qualified investor as defined in the
Prospectus Directive; or (ii) in any other circumstances falling
within Article 3(2) of the Prospectus Directive. For the purpose of
this paragraph, the expression "offer of securities to the public"
means the communication in any form and by any means of sufficient
information on the terms of the offer and the Securities to be
offered so as to enable the investor to decide to exercise,
purchase or subscribe for the securities, as the same may be varied
in that Member State by any measure implementing the Prospectus
Directive in that Member State and the expression "Prospectus
Directive" means Directive 2003/71/EC (and amendments thereto,
including Directive 2010/73/EU, to the extent implemented in the
Relevant Member State), and includes any relevant implementing
measure in the Relevant Member State.
The release, publication or distribution of this press release in
certain jurisdictions may be restricted by law and therefore
persons in such jurisdictions into which they are released,
published or distributed, should inform themselves about, and
observe, such restrictions.
This press release does not constitute a prospectus within the
meaning of the Dutch Financial Markets Supervision Act (Wet op het
financieel toezicht) and does not constitute an offer to acquire
securities.
Any offer to acquire Securities pursuant to the proposed offering
will be made, and any investor should make his investment, solely
on the basis of information that will be contained in the
prospectus to be made generally available in the Netherlands in
connection with such offering. When made generally available,
copies of the prospectus may be obtained at no cost from the
Company or through the website of the Company.
Appendix: Invitation Annual General Meeting of Shareholders
Royal Imtech
N.V.
The shareholders of Royal Imtech N.V. ("IMTECH")
are invited to attend the annual general meeting of shareholders,
to be held at 10.00 hours on Friday 28 June
2013 in De Doelen, Willem Burger Zaal entrance, Kruisplein
40, 3012 CC Rotterdam, the Netherlands.
SUMMARISED AGENDA
1. Opening
2. Recent developments (discussion item)
3. Financial Statements for 2012 (discussion item)
4. Appointment Mr J. Turkesteen as member of the Board of
Management (resolution)
5. Composition of the Supervisory Board (discussion
item)
6. Remuneration policy regarding Board of Management
(resolution)
7. Rights Offering (resolution)
(i) Amendment articles of association including
increase authorised share capital
(ii) Authorisation to issue ordinary shares and to
restrict or to exclude pre-emptive rights in relation to the
proposed rights offering
8. Authorisation to issue cumulative financing preference
shares (resolution)
9. Questions
On 17 May 2013 the total number of issued shares
IMTECH amounts to 94.059.916 ordinary shares and 89.149.497 voting
rights.
The full agenda with notes, the amendments to the
remuneration policy, the explanation rights offering and the
proposal for the amendment of the articles of association
(including explanation) may be viewed and downloaded via
www.imtech.com and will be available for examination at the
Company's office Kampenringweg 45a, 2803 PE Gouda, and also at ABN
AMRO (tel. +31 (0) 20 344 2000), Gustav Mahlerlaan 10 (HQ7050)
Postbus 283, 1000 EA Amsterdam, The Netherlands. A copy of these
documents may be obtained free of charge at these addresses.
Shareholders may attend the meeting if (i) on
31 May 2013 (the "Registration Date") they hold shares in IMTECH
and have been registered as such in a register as such designated
by the Board of Management for that purpose and (ii) have
registered themselves in accordance with the following
requirements.
Holders of deposit shares should notify ABN AMRO
or www.abnamro.com/evoting via their bank or broker before or on
21 June 2013. The respective
intermediary needs to provide ABN AMRO a statement including the
full name and address of the shareholder, the number of shares
being registered for the meeting and held by the relevant
shareholder on the Registration Date. A shareholder who wishes to
be represented by a proxy should also, via his or her bank or
broker, submit a signed authorisation to ABN AMRO before or on
21 June 2013.
Holders of registered shares registered with
IMTECH should notify IMTECH, in writing, before or
on 21 June 2013. A
shareholder who wishes to be represented by a proxy should also
submit a signed authorisation to IMTECH before or on 21 June 2013. These shareholders or their
representatives will receive a confirmation of registration from
IMTECH.
Without prejudice to the registration as described
above, a shareholder may also be represented by a person designated
by IMTECH and submit his or her authorisation and voting
instructions electronically via www.abnamro.com/evoting before or
on 21 June 2013. Shareholders or
their representatives will receive a confirmation or
registration.
Shareholders or their representatives may be
requested to provide proof of identity before and during the
meeting.
Gouda, 17 May
2013 Supervisory
Board
PDF: Press Release
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(ii) they are solely responsible for the content, accuracy and
originality of the
information contained therein.
Source: Imtech via Thomson Reuters ONE
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