Extraordinary general meeting of shareholders of “Elecrtosila” was held on 29 October, which passed a decision for the merging with “Power Machines”.
Each shareholder shall be entitled to conversion of the shareholder’s shares, i.e. ownership of common inscribed shares of the Power Machines, or demanding from Electrosila to buy back the shareholder’s shares.
In accordance with the procedure for conversion, which had been approved earlier, one common share of Electrosila shall be converted simultaneously into 71 additional common uncertified shares of Power Machines (face value – Rbls 0.01) being placed in accordance with the decision of the general meeting of shareholders of Power Machines to increase the Statutory Fund by additional issue of shares.
If a shareholder decided not to convert, the shareholder shall be entitled, within 45 days, to demand from the issuing authority to buy back the shareholder’s shares. The price for buying back one inscribed common share of Electrosila, as approved by the Board on the basis of an independent valuation of “Rosexpertiza” JC Limited, is Rbls 3.053 per share.
In addition to passing the decision to reorganize Electrosila through merger with Power Machines, the general shareholders meeting approved the Agreement for the Merger of Electrosila with Power Machines, a transfer act of Electrosila, as well as a major transaction associated with the transfer of the property complex of Electrosila as part of universal assignment of rights associated with the reorganization of the Company.
“Power Machines” is a major shareholder of “Electrosila” holding 75 % interest in the Plant.