Stockholm, February 25, 2022 - The Disciplinary Committee of Nasdaq Stockholm
AB (the "Exchange") has found that Newton Nordic AB ("Newton Nordic" or the
"Company") has breached the Nasdaq First North Growth Market Rulebook (the
"Rulebook") and therefore decided that the Company's shares shall be delisted
from Nasdaq First North Growth Market no later than March 4, 2022.
The Disciplinary Committee concludes that Newton Nordic through the disclosure
of its interim report for the third quarter of 2021 breached article 17 of the
EU Market Abuse Regulation ("MAR"), and consequently item 4.1 of the Rulebook,
as the content of the report misleadingly gave the impression that a planned
acquisition had already been completed, when in fact no agreement for the
acquisition had been entered into.
The Disciplinary Committee concludes that also other disclosures made by the
Company in relation to the planned acquisition, besides the interim report,
have been contradictory and unclear and that the Company also in this sense has
breached article 17 of MAR and item 4.1 of the Rulebook.
The Disciplinary Committee concludes that the Company has not, upon request,
provided the Exchange with correct and reliable information necessary to the
Exchange's surveillance of the Company, and that the Company thereby has
breached item 4.8 of the Rulebook.
Given that the Company has repeatedly shown an inability to act in accordance
with the Rulebook, the Disciplinary Committee concludes that the Company's
management has lacked the appropriate qualifications as set out in item 2.3.4
of the Rulebook and also sufficient capacity for providing information to the
market as set out in item 2.3.5 of the Rulebook.
In summary, the Disciplinary Committee takes a particularly serious view of the
Company's breaches that have been likely to seriously damage the confidence in
the Exchange and the securities markets in general. Upon an overall assessment,
the Disciplinary Committee therefore finds that the Company's shares shall be
delisted from Nasdaq First North Growth Market no later than March 4, 2022.
The Exchange has subsequently decided that the Company's shares shall be
removed from trading from Nasdaq First North Growth Market on February 25,
2022.
The Disciplinary Committee's decision is available at:
https://www.nasdaq.com/solutions/decisions-sanctions-stockholm-2022
About the Disciplinary Committee
The role of Nasdaq Stockholm's Disciplinary Committee is to consider suspicions
regarding whether Exchange Members or listed companies have breached the rules
and regulations applying on the Exchange. If the Exchange suspects that a
member or company has acted in breach of the rules, the matter is referred to
the Disciplinary Committee. Nasdaq Stockholm investigates the suspicions and
pursues the matter and the Disciplinary Committee issues a ruling regarding
possible sanctions. The sanctions possible for listed companies are a warning,
a fine or delisting. The fines that may be imposed range from one to 15 annual
fees. The sanctions possible for Exchange Members are a warning, a fine or
debarment. Fines paid are not included in the Exchange's business but are
attributed to a foundation supporting research in the securities market. The
Disciplinary Committee's Chairman and Deputy Chairman must be lawyers with
experience of serving as judges. At least two of the other members of the
Committee must have in-depth insight into the workings of the securities
market.
Members: Former Supreme Court Justice Marianne Lundius (Chairman), Supreme
Court Justice Petter Asp (Deputy Chairman), Company Director Anders Oscarsson,
Company Director Jack Junel, Company Director Joakim Strid, Lawyer Wilhelm
Lüning, Lawyer Patrik Marcelius, Lawyer Erik Sjöman, MBA Ragnar Boman, MBA Carl
Johan Högbom, Authorized Public Accountant Magnus Svensson Henryson and Former
Authorized Public Accountant Svante Forsberg.
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