NORDIC MONTHLY SURVEILLANCE REPORT NOVEMBER 2011 STOCKHOLM Issuer Surveillance NASDAQ OMX Stockholm has issued critique towards a company on the Main Market for not having disclosed information in accordance with 3.1.2 (correct and relevant information) and 3.1.5 (methodology) in the Rule Book for Issuers. The company issued a press release in which the heading did not indicate the substance of the announcement and could therefore be misleading. NASDAQ OMX Stockholm has issued critique towards a company on the Main Market for not having disclosed information in accordance with 3.1.2 (correct and relevant information) in the Rule Book for Issuers. The company had in a press release left out information about the value of a contract. The information in the press release was therefore not considered to be sufficiently comprehensive to enable assessment of the effect of the information disclosed on the company, its financial result and financial position, or the price of its listed securities. NASDAQ OMX Stockholm has issued critique towards a company on the Main Market for not having disclosed information correctly in accordance with 3.1.5 (methodology) in the Rule Book for Issuers. It is not, according to the Exchange, sufficient that a press release only contains a heading and an attached web link or PDF file. The press release itself must contain the information disclosed and the most important information shall be clearly presented at the beginning of the announcement. Sandvik AB published on November 7, 2011 a press release with information about a public offer to the shareholders in Seco Tools AB. The shares in Seco Tools AB were given an observation status with effect from November 7, 2011. Investment AB Öresund published a press release on November 16, 2011, informing that the principal shareholders and the board of directors propose a division of Investment AB Öresund into two companies, where one part of Investment AB Öresund’s present holdings will be transferred into a new company which will be distributed to the shareholders. Decision regarding the proposal will be taken at the extra general meeting on December 16, 2011. The shares were given observation status with effect from November 16, 2011. Goldcup 7154 AB (Mohammed Al Amoudi and FastPartner AB), under change of name to Xenella Holding AB, published on November 23, 2011 a press release with information about a mandatory offer to the shareholders in Allenex AB. The shares in Allenex AB were given an observation status with effect from November 24, 2011. On November 2, 2011, the trading in the shares of Active Biotech AB was suspended following an information asymmetry on the market. The company’s project partner had given price sensitive information regarding a common project that was not previously disclosed by Active Biotech. Trading was resumed the same day after the company had published a press release with the information.
Nordic Surveillance
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On November 14, 2011, the trading in Husqvarna AB was suspended as the company’s Acting CEO had given price sensitive information selectively in an interview without disclosing that information according to the Exchange Rule Book for Issuers. Trading was resumed the same day after the company had published a press release with the information.
Observation status Stockholm
Company
Date
Reason
Exchange
Investment AB Öresund
2011-11-16
Proposed split into two companies.
Stockholm
Allenex AB
2011-11-24
The company is subject to a public offer.
Stockholm
Seco tools AB
2011-11-07
The company is subject to a public offer.
Stockholm
Trading Surveillance Five cases have been reported to the Swedish FSA during the month, in accordance with the Exchange’s obligation to refer matters of suspected market abuse. Three of these cases concerned suspected illegal insider trading and the remaining two cases concerned suspected market manipulation. Two exchange members have received written criticism from the exchange during the month. The first matter concerned a situation where a member had forwarded orders to the Exchange’s manual trading system for derivatives, but when the Exchange sought to execute those orders the member could not reach the client that it represented, whereas no trades could be executed. The procedure rendered certain orders impossible to execute, although the rest of the market was given the impression that the orders were eligible for execution. The second matter related to a member that placed orders in certain ETFs prior to the opening of the market. The orders had significant impact on indicative opening prices for the ETF up until when they were deleted, immediately before the opening. The orders subsequently made it difficult for other market participants to estimate the opening prices for the products. The order entries of the member was partially explained by other order entries for index futures, but there was still reason to issue criticism regarding the improper order entries.
Surveillance of financial reporting 2011 During the month (full year) the Exchange has sent the following number of closing letters to companies whose reports have been subject to special examination. Category
1
2
3
4
Annual report (shares)
7 (30)
15 (28)
0 (7)
0 (1)
Interim reports (shares)
N.A.
0 (0)
0 (0)
0 (0)
Annual reports (bonds)
0 (0)
0 (0)
0 (0)
0 (0)
Interim reports (bonds)
N.A.
0 (0)
0 (0)
0 (0)
Follow-up / other cases
N.A.
0 (0)
0 (1)
0 (0)
Category 1 - no remarks. Category 2 - remark regarding disclosure. Category 3 - criticism. Category 4 - statement of reprimand transferred to the disciplinary committee.
Nordic Surveillance
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HELSINKI One member was criticized for a breach of the rules regarding the acquisition of own shares of a listed company. The member entered a share ”buy back –order” into the order book, which were not in line with the Commission Regulation (EC) regarding pricing of orders when executing trades under a “buy-back” programme. One case of suspected misuse of insider information and one case of suspected market manipulation were handed over to the Finnish FSA.
Observation status Helsinki
Company
Reason
Exchange
Aldata Solution Oyj
2011-06-28
Date
The company is subject to a public offer.
Helsinki
GeoSentric Oyj
2003-02-11
Uncertainty concerning the company's financial situation
Helsinki
Tekla Oyj
2011-05-09
The company is subject to a public offer.
Helsinki
COPENHAGEN NASDAQ OMX Copenhagen has reprimanded Brd. Klee A/S as the company for a long period had neither disclosed quarterly reports nor interim management statements in accordance with the Rules for issuers of shares, cf. rule 3.2.1. A matching halt was made in 74 Danske invest funds due to technical problems. The trading was resumed the same day after the technical problems were resolved. The shares in Brdr. Hartmann A/S have been given observation status as Lactosan-Sanovo Holding A/S has submitted a public offer to the shareholders of Brdr. Hartmann. The shares in Affitech A/S have been given observation status as Trans Nova Investments Limited has submitted a Voluntary Conditional Public Purchase Offer to the shareholders of Affitech A/S. The observation status of the shares in G4S plc has been removed as the company has announced that company has decided not to proceed with the acquisition of ISS. The observation status of the shares in Viborg Håndbold Klub A/S has been removed as the company is no longer in violation of the Danish Companies Acts rules concerning equity loss.
Observation Status Copenhagen Company
Date
Reason
Exchange
Aarhus Lokalbank
21-022011
Uncertainty concerning the company's financial situation
Copenhagen
Danionics
10-032011
Uncertainty concerning the company's financial situation
Copenhagen
DK Trends Invest A/S
14-122010
The Board has proposed a liquidation of the company
Copenhagen
Green Wind Energy A/S
01-102010
Uncertainty concerning the company's financial situation
Copenhagen
Nordic Surveillance
3
DK Company
03-102008
Listing requirements
Copenhagen
Rovsing
23-092010
The company has lost more than half of the share capital.
Copenhagen
SCF Technologies
14-092010
Uncertainty concerning the company's financial situation
Copenhagen
Tower Group
08-022011
DKTI
10-102011
Brdr Hartmann A/S
10-112011
The company is subject to a public offer.
Copenhagen
Affitech A/S
22-112011
The company is subject to a public offer.
Copenhagen
The company has announced that the company's going concern is dependent upon the successful completion of the planned rights issue. The company has announced that SmallCap Denmark A/S has signed a conditional agreement with a group of investors concerning the sale of its shares in DKTI A/S.
Copenhagen
Copenhagen
ICELAND One issuer was reprimanded for not publishing an announcement regarding the planned redemption of its units in collective investments schemes in due time. One case of suspected market manipulation was forwarded to the Icelandic FSA.
Observation status Iceland
Company
Reason
Exchange
Eignarhaldsfélagið Farice
2010-05-14
Date
Uncertainty concerning the issuer's financial position
Iceland
HS Orka hf.
2010-09-02
Uncertainty concerning financial restructuring
Iceland
Jeratún ehf.
2010-09-02
Uncertainty concerning the issuer's financial position
Iceland
Reykjaneshöfn
2010-05-04
Uncertainty concerning the issuer's financial position
Iceland
Sveitarfélagið Álftanes
2009-12-16
Uncertainty concerning the issuer's financial position
Iceland
Össur hf
2011-03-04
With reference to a request to remove the company‘s shares from trading
Iceland
FIRST NORTH NASDAQ OMX Stockholm has issued critique towards a company listed on First North Premier for not having disclosed information in accordance with 1.3 (Timing of information) of the First North Premier Rulebook. The company had held a general meeting during the weekend. The resolutions adopted by the general meeting were disclosed by the company the following Exchange day after the opening of the Exchange. According to the Exchanges’ rulebook the information should have been disclosed in due time prior to the opening of the Exchange. NASDAQ OMX Stockholm has issued critique towards a company listed on First North Premier for not having disclosed its notice to general meeting in accordance with 3.3 (General meetings of shareholders) of the First North Premier Rulebook. The notice to attend the general meeting was published in a newspaper prior to the company’s disclosure of the notice.
Nordic Surveillance
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NASDAQ OMX Stockholm has issued critique towards a company on First North for not having published the notice to attend an extra general meeting in a correct way in accordance with 4.9 a) in the First North Nordic Rulebook. NASDAQ OMX Copenhagen has reprimanded Travelmarket A/S (First North Copenhagen) for not publishing its annual report 2010/2011 to the market as soon as possible after the Company's Board of Directors had approved the annual accounts, cf. rule 4.6 (a) in First North rulebook. NASDAQ OMX Copenhagen has given a reprimand to Aktiv Formue Forvaltning Stratego (First North Copenhagen), as the company did not disclose a summary immediately after the conclusion of the general meeting, cf. Rulebook for First North rule 4.9 (b). NASDAQ OMX Copenhagen has given a reprimand to Deloitte Financial Advisory Services, as they as Certified Adviser for a company, did not adequately make sure that the company complied with the disclosure requirements and therefore did not disclose decisions made on the general meeting immediately after the completion of the general meeting, cf. rule 5.2 in the First North Rulebook. The shares in SAV-Rahoitus (First North Helsinki) have been given observation status, because there is a material adverse uncertainty in respect of the company’s financial position. The shares in Wise Group AB (First North Stockholm) were given observation status with effect from November 30, 2011.The company published on November 30, 2011, a press release with information about a public offer to the shareholders in Resurs Bemanning CNC AB. Labs2 Group AB (First North Stockholm) published on November 21, 2011 a press release with information that the company applies for a delisting of the company from First North and that the subsidiary Labs2 i Lund AB would file for bankruptcy. The shares were given observation status with effect from November 21, 2011. Human Care HC AB (First North Stockholm) published on November 4, 2011 a press release with information regarding the general meeting held on November 3, 2011, where the company had decided to delist its shares from First North. The shares were given observation status with effect from 7 November, 2011.
Observation status First North Company
Reason
Exchange
MM or FN
Danventures
2010-04-07
Uncertainty concerning the company's financial situation
Copenhagen
First North
Factum Electronics Holding
2011-08-24
Factum Electronics Holding AB announced that there is uncertainty about the company's financial situation.
Stockholm
First North
KIF Håndbold Elite
2011-02-24
Uncertainty concerning the company's financial situation
Copenhagen
First North
SAV- Rahoitus Oyj
2011-11-02
Uncertainty concerning the company's financial situation
Helsinki
First North
Svenska Capital Oil AB
2010-03-03
Due to uncertainty concerning the company's financial situation
Stockholm
First North
Trustbuddy Int. AB (ex-360 Holding AB)
2011-07-01
360 Holding AB announced its intention to change business focus and name.
Stockholm
First North
Wirtek
2010-03-03
Uncertainty concerning the company's financial situation
Copenhagen
First North
Labs2 Group AB
2011-11-21
The company has announced that they apply for delisting.
Stockholm
First North
Resurs Bemanning CNC AB
2011-11-30
The company is subject to a public offer.
Stockholm
First North
Human Care HC AB
2011-11-07
The company has announced that they apply for delisting.
Stockholm
First North
Nordic Surveillance
Date
5
Contacts
Issuer Surveillance Stockholm
[email protected] +46 8 405 70 50 Copenhagen
[email protected] +45 33 93 33 66 Helsinki
[email protected] +358 9 61 66 71 (switchboard) Iceland
[email protected] +354 525 2800 (swithcboard)
Trading Surveillance Stockholm
[email protected] +46 8 405 62 90 Copenhagen
[email protected] +45 33 77 04 59 Helsinki
[email protected] +358 9 61 66 71 (switchboard) Iceland
[email protected] +354 525 2800 (swithcboard)
Nordic Surveillance
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