UPPSALA, Sweden, May 8, 2003 (PRIMEZONE) -- Biacore International AB (publ) (Biacore) (Stockholmsborsen:BCOR) (Nasdaq:BCOR) today announced that today's annual general meeting was attended by 30 shareholders, representing 56 percent of the total number of shares and votes in the company.
The meeting decided, in accordance with the board of directors' and the president's proposal, that the non-restricted equity in the parent company at the meeting's disposal, in total SEK 156,303,000, be used as follows:
Dividend to shareholders, SEK 3 per share SEK 29,250,000 To be carried foreward as retained earnings SEK 127,053,000 Total SEK 156,303,000
The meeting reelected the board members Mr Lars-Goran Andren, Dr Gordon Edge, Mr Tom Erixon, Dr Ulf Jonsson, Mr Magnus Lundberg, Mr Donald R Parfet, Mr Mats Pettersson and Dr Marc Van Regenmortel. It was noted that the unions had nominated Mrs Anna Hansson and Mr Markku Hamalainen as their representatives on the board and Mr Hans Sjobom and Mrs Eva- Lotta Hedstrom as deputies.
The meeting decided to authorize the chairman of the board to call representatives of at least three of the Company's largest shareholders, who are not members of the Company's board, to be members of the nomination committee together with the chairman of the board until the next annual general meeting. The composition of the committee before the election of the Board in 2004 shall be announced in connection with the publication of the Company's interim report for the third quarter of 2003.
Furthermore, the meeting decided, in accordance with the board's proposal, on the issuance of debenture with subscription rights for new shares and approval of employee options, as part of a new incentive program. The decision involves mainly the following:
Biacore shall issue one debenture with a nominal value of SEK 1,000 with a total of 100,000 detachable subscription rights for new shares (warrants) in the Company. A wholly-owned subsidiary shall have the right to subscribe for the debenture. The price for the debenture shall be equivalent to its nominal value. Each subscription right gives the holder the right to subscribe for one share in Biacore during the period from 16 May, 2003, or the later date when the Patent and Registration Office has registered the issue, to 31 May, 2008. The subscription price shall be equivalent to 100 percent of the average last price paid for the Company's shares listed on Stockholmsborsen during the period 30 April, 2003 to 15 May, 2003.
The increase of the Company's share capital if all subscription rights are exercised corresponds to a dilution of app. 1 percent (app. 8.8 percent totally together with the incentive programs decided in 2000, 2001 and 2002) of the current share capital and number of votes.
The subsidiary shall utilize the subscription rights in order to secure obligations pursuant to issued employee options. The requisite number of subscription rights may also be utilized to cover certain costs that arise in connection with the exercise of the employee options.
The employee options shall be issued free of charge to employees within the Biacore group. The board will decide on the allotment in each individual case. No more than 10,000 options shall be issued to the CEO/president of Biacore International AB, no more than 5,000 options each to other senior management, no more than 2,000 options each to other key employees and no more than 500 options each to other employees. Board members elected by the general meeting of shareholders who are not employed by the Company shall not be allotted options.
Allotted employee options gradually give a right to acquire shares in Biacore. Payment shall be made with an amount corresponding to 100 per cent of the average last price paid for the Company's shares listed on Stockholmsborsen during the period 30 April, 2003, to 15 May, 2003. The employee options can be exercised up until 10 May, 2008.
About Biacore
Biacore is a global market leader in Surface Plasmon Resonance (SPR) technology based systems with its own sales operations in the U.S., across Europe, Japan, Australia and New Zealand. A strong patent portfolio protects Biacore's SPR technology, which gives unique real- time insights into biomolecular interactions. Target groups for the Company's products consist primarily of medical and life science research laboratories and pharmaceutical and biotechnology companies around the world. Biacore is focusing on drug discovery and development as its prime areas for future growth. The Company currently has eight systems on the market, the most important of which are: Biacore(R)S51 for applications downstream of high-throughput screening (HTS) including rapid characterization of HTS hits and comprehensive pre-clinical evaluation of lead compounds, Biacore(R)3000, which offers flexibility in key life science research and drug discovery applications upstream of HTS, and its recently introduced cell-based system for pharmacological profiling, Procel(TM). Biacore(R)C is specifically designed for compliant concentration analysis of biopharmaceuticals in GLP/GMP applications. A new SPR array chip system, which will provide higher information content, is expected to reach the market in 2004.
Based in Uppsala, Sweden, the Company is listed on Stockholmsborsen and Nasdaq in the U.S. In 2002 the Company had sales of SEK 614.2 million and an operating income of SEK 140.6 million.
Further information on Biacore can be found on the web: www.biacore.com
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http://www.waymaker.net/bitonline/2003/05/08/20030508BIT01420/wkr0001.doc
http://www.waymaker.net/bitonline/2003/05/08/20030508BIT01420/wkr0002.pdf