AEG 21604 G Manual de usuario descargar pdf (Pagina 377)

F-136

The restricted cash in 2008 relates to amounts held in the trust account, in accordance with the Investment Trust

Agreement. These were to be held in trust until a successful Business Combination was approved by the share-

holders and consummated. With the approval of the acquisition of AEG Power Solutions BV by the Company's

shareholders in 2009, the funds held in trust were released and used to finance the acquisition.

21. Capital and reserves

Share capital

In thousands of shares

Founding

Ordinary

Public

Ordinary

class A shares

Ordinary

class B

Total

Issued at May 21, 2008.......................................... - - - - -

Issue of ordinary founding shares............................ 7,500 - - - 7,500

Redemption of ordinary redeemable founding shares

................................................................................

(1,250) - - - (1,250)

Issue of units (including ordinary redeemable public

shares) ..................................................................... - 25,000 - - 25,000

Issued at December 31, 2008.................................

6,250 25,000 - - 31,250

Redemption of shares..............................................

- (2,916) - - (2,916)

Issued due to business combination.........................

- - 9,604 9,604 19,208

Issued due to earn out..............................................

- - 1,250 1,250 2,500

Treasury shares........................................................

- - (1,250) (1,250) (2,500)

Exercise of warrants................................................

- 25 - - 25

In issue at December 31, 2009 ..............................

6,250 22,109 9,604 9,604 47,567

The ordinary founding shares were purchased on June 26, 2008 by LCP1 Limited (a company controlled by Mr.

Lahnstein) and Dr. A Bahlmann, who acquired 7,450,000 shares and 50,000 shares respectively. These shares

were purchased at an aggregate price of €10,000. In 2008 the Company issued 25,000,000 units at an issue price

of €10. Each unit consists of one ordinary redeemable share with no par value in the Company and one warrant.

The value attributed to the warrant is €1 and is presented as a current liability (see note 26).

The acquisition of AEG Power Solutions was approved by the Company's shareholders on August 12, 2009 and

was completed on September 10, 2009 (the "Closing"). Shareholders voting against the acquisition of AEG

Power Solutions were, subject to certain conditions, entitled to have their shares redeemed at €10.08 per share.

As a result of this 2,916,420 shares were redeemed.

As part of the purchase price consideration related to this acquisition, the Company issued 9,604,465 unlisted

Ordinary class A shares and 9,604,466 unlisted class B shares. The value assigned to these shares was €9.75 per

share, being the market price of the ordinary listed shares on the same date. Class A shares are restricted for a

period of up to 6 months from Closing during which time they cannot be traded. Class B shares are similarly

restricted for a period of up to 12 months. After the respective restricted periods both classes of shares will be-

come normal ordinary shares and will be listed on the Euronext as such. In all other respects the A and B shares

are identical to ordinary shares having the same voting rights and ranking pari passu in respect of dividends and

on liquidation. The class A and B shares are included in the earnings per share calculation (note 22).

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AEG 21604 G Manual de usuario Pagina 377

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AEG 21604 G Manual de usuario Pagina 377

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