The annual general meeting of Readly International AB (publ) ("Readly" or the "Company") was held today on 14 May 2025 in Stockholm and the following resolutions were passed by the meeting.
ADOPTION OF THE INCOME STATEMENT AND BALANCE SHEET
The annual general meeting resolved to adopt Readly's income statement and balance sheet as well as the consolidated income statement and consolidated balance sheet.
DISTRIBUTION OF PROFIT
The annual general meeting resolved on a dividend to shareholders of 1.00 SEK per share. The record date was set for Friday 16 May 2025. The dividend is expected to be paid out, through the services of Euroclear Sweden AB, on Wednesday 21 May 2025.
DISCHARGE FROM LIABILITY
The directors and the managing director were discharged from liability in relation to the Company.
ELECTION OF THE BOARD OF DIRECTORS AND AUDITOR, AND DIRECTORS' AND AUDITORS' FEES
The annual general meeting resolved that the board of directors shall consist of seven directors. It was further resolved that the Company shall have one registered auditing firm as auditor.
It was resolved that remuneration shall be paid to the board members and the members of the established committees in the following amounts (unchanged since last year):
- SEK 260,000 for each of the directors and SEK 520,000 to the chairman of the board;
- SEK 15,000 for each of the members of the remuneration committee and SEK 30,000 to the chairman of the committee; and
- SEK 40,000 for each of the members of the audit committee and SEK 100,000 to the chairman of the committee.
The directors who are dependent in relation to Tidnings AB Marieberg and Bonnier News Group AB shall not be entitled to receive any board remuneration or remuneration for committee work.
It was further resolved that the fee to the Company's auditor shall be paid upon presentation of an approved invoice.
Jan Lund, Mikael Antonsson, Carolina Brandtman, Laurent Kayser, Veronica Selin, Malin Stråhle and Jesper Wikberg were re-elected as directors. Jan Lund was re-elected as chairman of the board.
The registered audit firm Öhrlings PricewaterhouseCoopers AB was re-elected as the Company's auditor. Öhrlings PricewaterhouseCoopers AB has announced that authorised auditor Aleksander Lyckow will continue as main responsible auditor.
More information regarding the elected directors can be found on the Company's website, https://corporate.readly.com/.
RESOLUTION ON (A) APPROVAL OF ACQUISITION OF ARCY AB (RELATED PARTY TRANSACTION); AND (B) ISSUE OF NEW SHARES IN KIND
The annual general meeting resolved, in accordance with the board of directors' proposal, to approve the acquisition of all 250 shares in Arcy AB ("Arcy"), from Tidnings AB Marieberg ("Bonnier News").
The annual general meeting further resolved, in accordance with the board of directors' proposal, on a non-cash issue of up to 22,294,688 shares, whereby the new shares shall only be subscribed for by Bonnier News. Payment for subscribed shares shall be made through the contribution of all shares in Arcy (assets contributed in kind). Through the new share issue, the Company's share capital will increase by a maximum of SEK 668,840.64 (the quota value per share is SEK 0.03).
For further information regarding the acquisition of Arcy, please see the press release from 14 April 2025 when the acquisition was announced, and the press release to be made public after closing, on the Company's website, https://corporate.readly.com/.
AUTHORISATION FOR THE BOARD OF DIRECTORS TO RESOLVE ON ISSUANCES
The annual general meeting resolved, in accordance with the board of directors' proposal, to authorise the board of directors during the period up until the next annual general meeting to, on one or more occasions, resolve to issue shares, warrants and/or convertibles with right to convert into and subscribe for ordinary shares respectively, with or without preferential rights for the shareholders, in the amount not exceeding five percent of the total number of shares in the Company at the time when the authorisation is used the first time, to be paid in cash, in kind and/or by way of set-off. The purpose for the board to resolve on issuances with deviation from the shareholders preferential rights in accordance with the above is primarily for the purpose to raise new capital to increase flexibility of the Company or in connection with acquisitions.
For the full proposals regarding the above resolutions at the annual general meeting, please refer to the notice, the complete proposals and the annual report which are available on the Company's website, https://corporate.readly.com.
For more information, please contact: ir@readly.com
About Readly
Readly is a European category leader for digital magazines and newspapers. The Company offers a digital subscription service where customers have unlimited access to 8,000 national and international titles - all in one app and at a fixed monthly fee. Readly has subscribers in 50 countries and content available in 17 different languages. In collaboration with around 1,000 publishers worldwide, Readly is digitising the newspaper and magazine industry. In 2024, revenues amounted to SEK 725 million. The Readly share is listed on Nasdaq First North Growth Market and FNCA Sweden AB is the Company's Certified Advisor. For more information, please visit https://corporate.readly.com
