Bulletin from the Extraordinary General Meeting of Anoto Group AB

Stockholm, January 13, 2020 – At the Extra General Meeting (the "EGM”) in Anoto Group AB (publ) on January 13, 2020, the following main resolutions were adopted. 

Approval of an incentive scheme for employees in Knowledge AI

The EGM resolved, with the required majority, in accordance with Nerthus Investment Ltd. and Solt Works Co. Ltd.’s proposal to adopt an incentive scheme for employees and officers of, and consultants and advisors to, Knowledge AI Inc. ("Knowledge AI”), a subsidiary of the Company.

The proposed incentive program means that the participants will be granted stock options free of charge. The program comprises a maximum of 3,000,000 stock options, representing approximately 25% cent of the share capital and votes after dilution, based on the current number of shares in Knowledge AI.

The options will become exercisable as to 20% of the options on the first anniversary of the date of grant of the options and as to an additional 20% of the options at the end of each thereafter successive anniversary of the date of grant until the fifth anniversary of the date of grant.

The options may not be exercised unless the participant, at the time he or she exercises the options, is, and has been at all times since the date of grant of the options, an employee or officer of, or consultant or advisor to, Knowledge AI or any parent or subsidiary of Knowledge AI (an "Eligible Participant”).

If the participant ceases to be an Eligible Participant for any reason, then, the right to exercise the options shall terminate three months after such cessation, provided that this option shall be exercisable only to the extent that the Participant was entitled to exercise the options on the date of such cessation. 

The stock options can be exercised to purchase common stock in Knowledge AI no later than on the tenth anniversary from the date of grant of the options minus one day, after which any outstanding options lapse. Each option entitles the participant to purchase one common stock in Knowledge AI at a price equal to fair market value at the date of grant of the options.

Authorization for the Board of Directors to resolve to issue new shares, warrants and/or convertible bonds

The EGM resolved, with unanimous votes, in accordance with the Board of Directors’ proposal to authorize the Board of Directors to resolve, on one or several occasions during the period until the next AGM, with or without deviation from the shareholders’ preferential rights, against cash payment, for payment in kind or by way of set-off, to issue ordinary shares, warrants and/or convertible bonds that involve the issue of or conversion into a maximum of 20,000,000 ordinary shares, corresponding to a dilution of approximately 11.7% of the share capital and votes, based on the current number of shares in the Company.

For further information, please contact:
ir@anoto.com
Anoto Group AB (publ), Reg.No. 556532-3929, Flaggan 1165, SE-116 74, Stockholm
About Anoto Group
Anoto is a publicly held Swedish technology company known globally for innovation in the area of information-rich patterns and the optical recognition of those patterns. It is a leader in digital writing and drawing solutions, having historically used its proprietary technology to develop smartpens and the related software. These smartpens enrich the daily lives of millions of people around the world. Now Anoto is a cloud based software solution provider based on its patented dot pattern technology which provides a methodology for accumulating digital big data from analogue inputs. Anoto Cloud includes Anoto’s four solutions: KAIT – the world’s first AI solution for offline education; ACE – Anoto’s new and improved enterprise forms solutions; aDNA – Anoto’s secure interactive marketing solution; and Dr. Watson – Anoto’s biometric authentication and security solution. Anoto is traded on the Small Cap list of Nasdaq Stockholm under ANOT.

Attachment

• Bulletin from the EGM January 13, 2020