NORDIC MONTHLY SURVEILLANCE REPORT MARCH 2012

Transcription

1 NORDIC MONTHLY SURVEILLANCE REPORT MARCH 2012 The rules of the exchange as well as the methodology of the surveillance are in substance harmonized between the NASDAQ OMX exchanges in the Nordic countries. Due to national regulations however, there might be differences. For the reader to be able to distinguish the differences, some of the articles will be marked with flags to highlight this circumstance. The Exchange refers to NASDAQ OMX as relevant in each local jurisdiction. STOCKHOLM Issuer Surveillance One company on the main market was criticized for not having used the correct methodology when responding to a market rumor. The response had been issued to and published in a business newspaper. However, the information had not been previously or simultaneously disclosed. NASDAQ OMX found that the company had thereby breached (Information leaks) in the Rule Book for Issuers. Two companies on the main market were both criticized for having disclosed the notice to attend the general meeting too late. NASDAQ OMX found that the companies had thereby breached (General meetings of shareholders). One company on the main market was criticized for not having disclosed information sufficiently comprehensive to enable a correct assessment of the company s profit warning. NASDAQ OMX found that the company had thereby breached (Correct and relevant information) and (Forecasts and forward-looking statements) in the Rule Book for Issuers. The shares in Jeeves Information Systems AB were given observations status on March 29, 2012, as a result of a public offer made by BV Acquisitions AB. Observation status Jeeves Information Systems AB The company is subject to a public offer. Metro International S.A The company is subject to a public offer. Aspiro AB The company is subject to a public offer. Cloetta Due to that the company has published a press release with information that the company should merge with LEAF. Dagon AB The company is subject to a public offer. Trading Surveillance Four 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 fourth concerned suspected market manipulation. Nordic Surveillance 1

2 Surveillance of financial reporting 2012 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 Annual report (shares) 0 (0) 0 (2) 0 (0) 0 (0) 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 (0) 0 (0) Category 1 - no remarks. Category 2 - remark regarding disclosure. Category 3 - criticism. Category 4 - statement of reprimand transferred to the disciplinary committee. HELSINKI The share of Oral Hammaslääkärit Plc was removed from the observation segment when the offer period of Atine Group Oy's tender offer for the shares in the company expired. The share of Tectia Oyj was transferred to the observation segment, as the company is subject to a public tender offer. One listed company was criticized for not having informed the Exchange without undue delay about the conveyance of the listed company s own shares. One case of suspected market manipulation was handed over to the Finnish FSA. ANNUAL FINANCIAL REPORTS The Exchange wishes to remind the listed companies that the complete annual financial report (including the parent company financial statement) and the Corporate Governance Statement files must be submitted to the OAM as an annex to the release according to the Finnish Supervisory Authority standard 5.2b. If the company discloses several language versions, all language versions must be submitted to the OAM. Nordic Surveillance 2

3 Observation status Helsinki Tectia Oyj The company is subject to a public offer. Helsinki Aldata Solution Oyj The company is subject to a public offer. Helsinki GeoSentric Oyj Uncertainty concerning the company's financial situation. Helsinki COPENHAGEN Matching halt was made in 19 Danske invest funds due to a conversion of the IT-system. The trading was resumed after the problem had been resolved. Matching halt was made in 16 Danske invest funds due to a technical problem. The trading was resumed after the problem had been resolved. Matching halt was made in SimCorp as the share price declined, indicating that the share was traded without dividend. The trading was resumed after disclosure of an announcement by the company. TORM A/S has been transferred to the observation list as the company's auditors expressed insecurity as to the company's ability to remain a going concern until 31 December Erria A/S has been transferred to the observation list as the company's equity is negative and in the annual report the auditor has pointed out that there is significant uncertainty as to the cash position of both the Group and the Parent Company and thus the presentation of the Financial Statements under a going concern assumption. Totalbanken A/S has been transferred to the observation list as the bank's auditors in the financial statement for 2011 draws attention to the significant uncertainty as to the bank's ability to remain a going concern. Dan-Ejendomme Holding A/S has been transferred to the observation list as Pensionskassernes Ejendomme A/S has submitted a public offer to the shareholders of Dan-Ejendomme Holding A/S. Sparekassen Lolland A/S has been transferred to the observation list as the company's auditors in the annual report for 2011 draws attention to the significant uncertainty as to the company's ability to remain a going concern. Nordic Tankers A/S has been transferred to the observation list as the company and auditor express insecurity as to the company's ability to remain a going concern. Affitech A/S has been removed from the observation list as Trans Nova Investments Limited has published the result of the Voluntary Conditional Public Purchase Offer submitted on 28 February Vestjysk Bank A/S has been removed from the observation list as the company has announced that the merger between Vestjysk Bank and Aarhus Lokalbank is implemented. Nordic Surveillance 3

4 Observation status Nordic Tankers A/S Due to uncertainty about the company's financial situation. Sparekassen Lolland A/S Due to uncertainty about the company's financial situation. Dan-Ejendomme Holding A/S The company is subject to a public offer. Totalbanken A/S Due to uncertainty about the company's financial situation. Erria A/S Due to uncertainty about the company's financial situation. TORM A/S Due to uncertainty about the company's financial situation. Cimber Sterling Group A/S The company has announced that more than half of the company s equity is lost. DKTI 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. DK Company The company does not meet the demands for the spreadingrequirement of 25 % in the public. Danionics Uncertainty concerning the company's financial situation. Aarhus Lokalbank The company has announced that there is a significant risk that the company might fail, if the planned capital changes are not completed in its entirety. Furthermore the company has announced that it is conceivable, that the company might fail even if the capital changes are completed as planned. Tower Group The company has announced that the company's going concern is dependent upon the successful completion of the planned rights issue. Green Wind Energy A/S Uncertainty concerning the company's financial situation - trading suspended. SCF Technologies Uncertainty concerning the company's financial situation Schaumann Properties Uncertainty concerning the issuer's financial position Rovsing Uncertainty concerning the issuer's financial position ICELAND One member was criticized for not having proper controls in place to prevent them from matching their own orders. One issuer was criticized for making key figures from its annual accounts available on its website before the accounts had been published. Two cases were transferred to the FSA where it was suspected that insider information may have been leaked. Nordic Surveillance 4

5 Observation status Iceland Fljótsdalshérað Uncertainty concerning the issuer's financial position. Iceland Eignarhaldsfélagið Farice Uncertainty concerning the issuer's financial position. Iceland HS Orka hf Uncertainty concerning financial restructuring. Iceland Jeratún ehf Uncertainty concerning the issuer's financial position. Iceland Reykjanesbær Uncertainty concerning the issuer's financial position. Iceland Reykjaneshöfn Uncertainty concerning the issuer's financial position. Iceland Sveitarfélagið Álftanes Uncertainty concerning the issuer's financial position. Iceland FIRST NORTH Observation status First North Capilon AB The company is subject to a public offer. SRAB Shipping AB Due to uncertainty about the company's financial situation. 3L Systems AB The company is subject to a public offer. Resurs Bemanning CNC AB The company is subject to a public offer. Factum Electronics Holding Aqualife Due to uncertainty about the company's financial situation and planned change of business. The company announced it will seek to raise capital as soon as possible in order to generate sufficient capital resources for continued operation of group activities. KIF Håndbold Elite The company has lost more than half of the share capital. Danventures Uncertainty concerning the company's financial situation. Svenska Capital Oil AB The company has changed its business. Wirtek The company has lost more than half of the share capital. Nordic Surveillance 5

6 CONTACTS Issuer Surveillance surveillancedk@nasdaqomx.com (switchboard) Helsinki survo@nasdaqomx.com (switchboard) Island surveillance.ice@nasdaqomx.com (switchboard) Trading Surveillance ts@nasdaqomx.com tsc@nasdaqomx.com Helsinki survo@nasdaqomx.com (switchboard) Island surveillance.ice@nasdaqomx.com (switchboard) Nordic Surveillance Nordic Surveillance 6