Canopy Holdings AS – Request for an extraordinary general meeting
Oslo, 12 April 2023. Canopy Holdings AS (the "Company", Euronext Growth Oslo ticker: CAN) has received a request from its shareholders Marc Bigas and Skitude Holding Spain SL, jointly holding 11.4 % of the shares (the "Requesting Parties"), to call for an extraordinary general meeting (the "EGM") to deal with a proposal for a resolution to open an investigation in the Company, cf. Section 5-6 (2) and 5-25 (1) of the Norwegian Private Limited Liability Companies Act. The Company's board of directors (the "Board") will dutifully comply with the request and call for an EGM to be held by early May 2023. However, the Board is currently not aware of, nor has been presented with, any concrete matters that would represent, in its opinion, reasonable grounds to open an investigation. Furthermore, the Board is of the opinion that a potential investigation is unlikely to cause any material harm to the Company.
The request is relatively general with respect to the scope of the proposed investigation. The basis for the proposed investigation is, according to the Requesting Parties, relating to matters concerning the administration of the Company in connection with the merger between the Company (at the time named Skioo Holding AS) and the Spanish company Skitude Technologies SLU, and the subsequent listing of the Company on Euronext Growth Oslo, both completed in 2020. The Requesting Parties seek clarifications regarding whether the best interests of the Company have been preserved during this period and whether the principle of equal treatment of shareholders has been maintained. In particular, the Requesting Parties are seeking further insight into the Board's actions in connection with agreements entered into as part of the merger, the listing process and the following internal conflict regarding the CEO role of the Company.
The Board notes that the proposed investigation is relating to matters and circumstances occurring in 2020, more than two years ago. The Board also notes that the Requesting Parties, and persons associated with the Requesting Parties, held influential positions in the Company during the said time period, including positions in the management team and as board members. Furthermore, the Board cannot see that the Requesting Parties have demonstrated justifiable grounds to open an investigation, nor that the Requesting Parties have incurred any economic loss to be compensated by the Company. Hence, the Board believes that the request for the proposed investigation is unfounded. Should the Requesting Parties be successful in opening an investigation, the Board believes any inquiries are unlikely to materially harm the Company (other than the out-of-pocket costs incurred by the investigators). Lastly, and for the avoidance of doubt, the Company will reserve all rights to protect its interests in relation to the above matters.
This information is subject to the disclosure requirements pursuant to article 17 of the Market Abuse Regulation and section 5-12 of the Norwegian Securities Trading Act.
Disclosure regulation
This information is subject to the disclosure requirements pursuant to section 5-12 of the Norwegian Securities Trading Act.
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About Canopy Holdings AS
Canopy Holdings AS is a multi-national technology company listed on Euronext Growth Oslo. The company owns a leading portfolio of brands and companies that provides digitalization solutions to ski resorts, destinations, parks and attractions in key markets. Canopy Holdings AS currently consists of Catalate, Liftopia.com, Skioo, Skitude and Spotlio.
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