Major Events 2010
 
2010-11-12
Notification about acquisition of voting rights
On November 12, 2010 Snaige AB received a notification about acquisition of voting rights from Sampo Fund Management Ltd (excess of the 5% on 1 October 2009) - download
 
2010-11-09
Resignation of the Member of the Management Board
On 8 November, 2010, member of the Management Board Snaige AB Kestutis Pilipuitis
presented the request on the resignation from the members of Management Board from 19th of November, 2010.
 
2010-11-05
Notification on transactions concluded by managers of the companies
On November 4, 2010 Snaige AB has received announcement about the executive officer's transactions of the issuer’s securities - download here
 
2010-11-02
Notification about acquisition of voting rights
Snaige AB received a notification about acquisition of voting rights from KJK Fund SICAV-SIF - download here
 
2010-10-28
In the Third Quarter Snaige AB Alytus Factory Calculated Profit
According to unaudited consolidated financial results of 9 months of 2010, Snaigė AB has received revenues of 87.8 m.LTL (25.43 m. EUR) and incurred net loss of 2.4 m.LTL (0.69 m EUR). The same period last year the Company has incurred unaudited consolidated net loss of 33.4 m.LTL (9.67 m EUR).
According to director general Gediminas Čeika, results of Snaigė AB factory in Alytus reflect the Company's activities more accurately than the consolidated results, because the factory in Kaliningrad was closed more than a year ago. Alytus factory during the third quarter, earned 2.5 m.LTL (0.724 m EUR) unaudited non-consolidated profit.
Company's director general said he was satisfied with both the third quarter and nine months results. "Snaige in this year is in a far better position than last year, said G.Čeika, last year nine-month unaudited non-consolidated EBITDA (after eliminating the closure of a factory in Kaliningrad loss) was -1.5 m Lt (-0.43 m EUR), but this year it was over than 7 m LTL. The third quarter of this year's non-consolidated unaudited EBITDA was 5 m LTL (1.45 m EUR) where last year over the same period non-consolidated unaudited EBITDA amounted to 1.5 m LTL (0.45 m EUR). This is perfectly illustrates significant Company’s performance improvement.
These encouraging results, according to G. Čeika are the outcome of an excellent work and dedication of all Snaige employees. After the Company partial lost the Russian market, it didn’t give up and looked for the other opportunities. Export of refrigerators under the brand Snaige was started to Uzbekistan and Tajikistan; it was also renewed trade with Kazakhstan and established commercial relations with several new clients in France, Germany and Spain. Also, the most economical refrigerators of A++ category with the minimum power consumption were successfuly launched in Lithuania, Moldova, Czech Republic, Ukraine, Germany and other markets.
The consolidated non-audited financial statements for 9 months of 2010 and the confirmation of accountable persons Download here

2010-10-04
Notification on transactions concluded by managers of the companies
Snaige AB has received announcement about the executive officer's transactions of the issuer’s securities.Download here
 
2010-08-03
An encouraging  Snaigė AB half-year results 
According to unaudited consolidated financial results of I half of 2010, Snaigė AB has received revenues of 47,2 m.LTL and incurred net loss of 1,1 m.LTL.
 


According to managing director Gediminas Čeika, the company managed to survive the harshest years of economic downturn. „The manufacturing and managerial optimization, mobilization of company‘s capacities allowed not only to survive, but also to work stably, to maintain majority of market share and product demand. We haven’t forgotten our consumers: on May the company presented the most economical refrigerators of A++ category with the minimum power consumption. These products become very popular in Europian market.
 
Although the forecasts for of large household compliance manufacturers and retailers for year 2010 are not very optimistic, we believe that the hardest period of  Snaigė AB is already in the past.“
Consolidated unaudited EBITDA of the company in the first half of 2010 totaled 5,4 m.LTL which is 14,4 m.LTL larger than in the same period previous year. According to Gediminas Čeika, this is certainly a positive indicator while evaluating company‘s operations.
 
 
2010-07-12
AB „Snaigė“ has fully redeemed the bonds issued in 2009
On 12 July 2010 AB „Snaigė“ has fully redeemed the bonds  LT1000401174 and LT0000311334 issued in 2009. Part of the bonds were redeemed by investors subscribing newly issued AB „Snaigė“ bonds, remaining part was redeemed by AB “Snaigė“.  After completing the bonds redemption all the liabilities related to the AB „Snaigė“ bonds issued in 2009 were covered.
 
2010-06-28
Notification about disposal of voting rights  
On June 28, 2010 Snaigė AB received a notification about disposal of voting rights from Hermis Capital UAB.
 
2010-06-28
Notification on transactions concluded by managers of the companies  
On June 19, 2010 Snaige AB has received announcement about the executive officer's transactions of the issuer's securities.
 
2010-06-21
Notification on transactions concluded by managers of the companies  
On June 19, 2010 Snaige AB has received announcement about the executive officer's transactions of the issuer's securities. 
 
04.06.2010
AB„Snaigė“ resumes 5 days working week
From June 10, 2010 AB ”Snaigė“ will resume 5-day working week from the current 4-day working week. According to Gediminas Čeika, managing director of AB „Snaigė“, the reason for longer working week is increased demand and summer season, which traditionally is the most active time for the sale of refrigerators. The company has enough orders for increased production for coming months, however, it is still too early to predict that the appliance market is recovering.
 
30.04.2010
Decisions of the ordinary General Shareholder's meeting
General meeting of shareholders held on April 29th in 2010 passed the following decision:
1. The annual report on the company‘s activities for the year 2009.
The annual report on the company‘s activities for the year 2009 was approved.
2. Auditor‘s report on company‘s financial statements of the year 2009.
It was taken in consideration the auditor's report approving the Company's financial statements for 2009.
3. Approval of company‘s annual financial statements of the year 2009.
The annual financial statements of the year 2009 were approved.
4. Approval of the 2009 profit appropriation.
The appropriation of profit (loss)) of the year 2009 was approved:
Retained earnings of the previous financial year at the end of reporting year 69,217,053 LTL (20,046,644 EUR)
Net profit for the year 2009 is -82,245,667 LTL (-23,819,991 EUR)
Net profit (loss) for allocation at the end of financial year -13,028,614 LTL (-3,773,347 EUR)
Shareholders contributions 0 LTL (0 EUR)
Share premium to cover losses 13,028,614 LTL ( 3,773,347 EUR)
Transfers from reserves 1,860,000 LTL (538,693.2 EUR)
Profit for distribution 1,860,000 LTL (538,693.2 EUR)
Allocation of profit:
Share of profit allocated to the statutory reserve 0 LTL (0 EUR)
Share of profit allocated to other reserves 0 LTL (0 EUR)
Of which:
to charity, support 0 LTL (0 EUR)
To social, cultural needs 30,000 LTL (8,688.6 EUR)
Share of profit allocated to dividends 0 LTL (0 EUR)
Share of profit allocated to bonuses for the Board members 0 LTL (0 EUR)
Share of profit allocated for buy-back of company’s own shares 0 LTL (0 EUR)
Share of profit allocated to investment reserve 1,830,000 LTL (530,004.6 EUR)
Retained earnings at the end of reporting year 0 LTL ( 0 EUR) .
5. Members of Management Board election for a new period.
Nerijus Dagilis, Kęstutis Pilipuitis, Martynas Česnavičius, Robertas Beržinskas ir Mindaugas Gedvilas were elected as the Members of Management Board for the new four years period.
6. Members of audit committee election for a new period.
Kustaa Aima, Rasa Balčiūnaitė-Kaminskienė, and Virginijus Dumbliauskas weer elected as the members of Audit committee for the new period.
7. The collection of annual financial statements for the audit company and the establishment of the auditing service payment conditions.
The Ernst & Young Baltic as Audit Company was selected for the coming financial statements auditing, by extending contract with this audit company. The company’s CEO was authorized, with the right to sub-delegate, to sign the extension contract with the audit company by setting the payment for auditing service and other conditions.
 
28.04.2010
The project of the audited annual information for the year 2009
Snaigė AB hereby presents the project of the audited annual information for the year 2009, which consists financial statements and independent auditors’ report.
 
 
21.04.2010
Snaigė AB will receive a loan with guarantee from INVEGA
AB „Šiaulių bankas“ is planning to provide Snaigė AB with a 5 m.LTL loan which will be guaranteed by UAB „Investicijų ir verslo garantijos“ (INVEGA). The loan will be provided for the period of 5 years and will be exclusively used to finance working capital needs of the company. INVEGA guaranteed 80% of the loan face value.
According to the gmanaging director of Snaigė Gediminas Čeika, this loan is very important for the operations of the company, especially now, when company is preparing for the high sales season. „This long-waited financing will revitalize operations of our company, I hope we will be able to timely prepare for the high season and wont face production shortages, as was the case last year“, -- said G. Čeika. „We are also pleased with the guarantee from INVEGA, cause it demonstrates evident government‘s trust in the company“.
The loan agreement with „Šiaulių bankas“ should be signed in the upcoming days.
 
20.04.2010
The authorized capital of Snaige AB increased nearly 3 million Litas
Snaige increased the authorized capital from 27 827 365 Litas to 30 735 715 (thirty million seven hundred thirty five thousand and seven hundred fifteen) Litas.
Shareholders of company who owned 8 430 units of year 2009 convertible bonds LT1000401174 chose to convert securities into ordinary shares of Snaige AB. These shareholders in total will be provided with 2 908 350 ordinary shares of Snaigė with nominal value of one share equal to 1 LTL, by increasing company‘s subscribed capital with a corresponding value.
The change of article related with increased authorized capital is registered in Register of legal entities.
 
14.04.2010
Submission of application
On 14 April 2010 Snaigė AB has submitted to the management board of NASDAQ OMX Vilnius securities exchange application to list convertible bonds with maturity of 368 days on NASDAQ OMX Vilnius debt securities trading list.
  
09.04.2010
Regarding redemption of the bonds and subscription of newly issued bonds
On 6 April 2009 the subscription period of Snaigė AB convertible bonds with maturity of 368 days and annual interest rate of 10% has ended. During the subscription period 61 372 units of bonds with nominal value of 100 EUR per bond were subscribed by owners of Snaigė AB bonds issued in 2009 choosing to refinance their securities. In total bond holders have refinanced 73% of bonds issued in year 2009.
Investors who owned 8 430 units of year 2009 convertible bonds LT1000401174 chose to convert securities into ordinary shares of Snaigė AB. These investors in total will be provided with 2 908 350 ordinary shares of Snaigė AB with nominal value o fone share equal to 1 LTL, by increasing company‘s subscribed capital with a corresponding value. In total bond holders have converted 11% of convertible bonds issued in year 2009.
Part of the bonds issues the owners of which didn’t agree to refinance or convert owned securities was not redeemed. Due to financial loss incurred in year 2009 the company didn’t generate sufficient amount of funds needed for redemption and due to the frozen credit markets of the region needed funds were not possible to be borrowed from outside sources.
The company will provide holders of non-redeemed bonds with proposals regarding liquidation of formed indebtedness as soon as possible.
 
08.04.2010
The correct information
Commenting information which appeared in the media today regarding failed redemption of Snaigė AB bonds issued in year 2009, Snaigė AB informs that information which appeared on the website of Central securities depository of Lithuania is not accurate. Official redemption term of the bonds is the end of working day of 8 April 2010. Currently the subscription of newly issued Snaigė AB convertible bonds LT1000401315 is taking place, the proceeds from which would be used for the redemption of bonds issued in 2009. The Issuer and it‘s representatives are still negotiating with the owners of bonds issued in 2009 regarding refinancing of the securities. As the subscription period hasn‘t finished yet, it is not clear if attracted funds will be enough for full redemption of the bonds. Official information regarding redemption of the bonds issued in 2009 and subscription results of newly issued convertible bonds issue will be released on 9 April 2010.
 
07.04.2010
Snaigė AB General Meeting of shareholders and decisions projects
On April 6, 2010 Management board of Snaigė AB decided to convene the General Meeting Snaigė AB (code 249664610) shareholders on April 29, 2010 at 10:00 in the main meeting hall of the company (Pramonės str. 6, Alytus).
Registration starts 9:30 pm, ends- 9:50 pm.
On the agenda:
1.      The annual report on the company‘s activities for the year 2009;
2.      Auditor‘s report on company‘s financial statements   of the year 2009;
3.      Approval of company‘s annual financial statements of the year 2009;
4.      Approval of the 2009 profit appropriation;
5.      Members of Management Board election for a new period;
6.      Members of audit committee election for a new period;
7.     The collection of annual financial statements for the audit company and the establishment of the auditing service payment conditions.
        The account date of the ordinary General Meeting of Shareholders – the 22 of April, 2010. Shareholders that own Snaige AB shares on the end of the working day of 22 of April, 2010, shall have the right to participate in convened ordinary General Meeting.
      TThe rights account day is 13th of May, 2010. Shareholders who have interests according 15 article 1 part 1, 2, 3 and 4 points of the Lithuanian Company’s Law and who will be shareholders at tenth working day after the General Meeting of Shareholders which awarded decision related with shareholders interests. 
Proposed decisions project:
1.   To approve the annual report on the company’s activities for the year 2009
2.   To listen the auditor’s report of company’s financial statement for the year 2009
3.   To approve annual financial statement for the year 2009
4.   To approve appropriation of profit (loss)) of the year 2009:
Retained earnings of the previous financial year at the end of reporting year 69,217,053 LTL (20,046,644 EUR)
Net profit for the year 2009 is -82,245,667 LTL (-23,819,991 EUR)
Net profit (loss) for allocation at the end of financial year -13,028,614 LTL (-3,773,347 EUR)
Shareholders contributions 0 LTL (0 EUR)
Share premium to cover losses 13,028,614 LTL (3,773,347 EUR)
Transfers from reserves 1,860,000 LTL (538,693.2 EUR)
Profit for distribution 1,860,000 LTL (538,693.2 EUR)
Allocation of profit:
Share of profit allocated to the statutory reserve 0 LTL (0 EUR)
Share of profit allocated to other reserves 0 LTL (0 EUR)
Of which:
To charity, support 0 LTL (0 EUR)
To social, cultural needs 30,000 LTL (8,688.6 EUR)
Share of profit allocated to dividends 0 LTL (0 EUR)
Share of profit allocated to bonuses for the Board members 0 LTL (0 EUR)
Share of profit allocated for buy-back of company’s own shares 0 LTL (0 EUR)
Share of profit allocated to investment reserve 1,830,000 LTL (530,004.6 EUR)
Retained earnings at the end of reporting year 0 LTL (0 EUR).
5. To elect Nerijus Dagilis, Kęstutis Pilipuitis, Martynas Česnavičius, Robertas Beržinskas ir Mindaugas Gedvilas for the new four years period.
6.  To ellect Kustaa Aima, Rasa Balčiūnaitė-Kaminskienė, and Virginijus Dumbliauskas as the members of Audit committee for the new four years period.
7.  To select the Ernst & Young Baltic as Audit Company for the coming financial statements auditing, by extending contract with this audit company. To authorize the company’s CEO, with the right to sub-delegate, to sign the extension contract with the audit company by setting the payment for auditing service and other conditions.
 
19.03.2010
On convertible bonds issue prospectus of Snaigė AB
The prospectus of Snaigė AB convertible bonds issue with maturity of 368 days, nominal value of the whole issue of 8.05 m.EUR (27.79 m. LTL) was approved by Securities Commission of Lithuania on 18 March 2010.
 
 
The main facts about the issued convertible bonds:
•  Maturity of the bonds: 368 days.
•  Nominal value of one bond: 100.00 EUR.
•  Number of issued bonds: 80 500 units.
•  Annual interest rate: 10%
•  Redemption price: 110.2222 EUR (sum of nominal value and accrued interest).
•  Shares, to which bonds can be converted: Snaigė AB ordinary shares.
•  Conversion rate: 1:380 (one bond is converted into 380 shares).
•  Subscription period: 22 March 2010 – 8 April 2010.
•  Beginning of the bonds validity period: 9 April 2010.
•  Bonds redemption date: 11 April 2011.
Bond holders will have a right to convert one owned bond into 380 ordinary shares of Snaigė AB at the date of the bond redemption (11 April 2011).
On 5 March 2010 the general shareholder meeting of Snaigė AB has decided to cancel a preemptive right for the shareholders to subscribe the issued bonds. As a result, during the whole subscription period (22 March 2010 – 8 April 2010) the issued bonds can be subscribed by all interested investors.
Investors are invited to sign the Bonds purchase agreements during the Bonds subscription period at UAB FMĮ „Orion Securities“, A.Tumėno str.4B, LT – 01109, Vilnius, Lithuania during working days from 8.30 till 17.30.
 
05.03.2010
Decisions of shareholders extraordinary general meeting
Extraordinary general meeting of shareholders held on March 5th in 2010 passed the following decision:
1. Convertible bonds issue.
1.  To issue Company‘s convertible bonds (hereinafter – Bonds) under the following conditions:
1.1. Number of issued Bonds – up to 80 500 (eighty thousand fifty hundred) units;
1.2. Nominal value of one Bond – 100,- EUR (one hundred Euros);
1.3. Total nominal value of the issue – up to 8 050 000 EUR (eight million fifty thousand Euros);
1.4. Rights provided by the Bonds: at the redemption day to receive preset interest or convert Bonds to Company‘s ordinary shares according to the conversion ratio specified in this meeting decisions and Bonds subscription agreement;
1.5. Shares, to which one Bond is convertible:
1.5.1.    Class – ordinary shares;
1.5.2.    Number – 380 (three hundred eighty) units;
1.5.3.    Nominal value – 1 LTL (one litas);
1.5.4.    Rights provided:
1.5.4.1. To participate in the management of the Company;
1.5.4.2. To receive a dividend;
1.5.4.3. To receive a part of Company’s assets after liquidation;
1.5.4.4. To receive free shares if the Company’s share capital is increased from the Company’s capital;
1.5.4.5. Preemptive right to subscribe to newly issued shares or bonds of the Company, with the exceptions described in the Company’s articles of association and legal acts;
1.5.4.6. To give loans for the Company as described in legal acts;
1.5.4.7. To sell or in any other way transfer all or part of the shares, or to bequeath the shares in a will;
1.5.4.8. To participate and to vote in the shareholder meetings. This right can be prohibited or limited as described in the legal acts of Lithuanian Republic, and then the ownership rights are disputed;
1.5.4.9.  According to the articles of association and other legal acts, to receive information about Company’s activities;
1.5.4.10.Other material and immaterial rights specified in legal acts and in the articles of the Company.
1.6. Ratio, by which bonds are convertible into ordinary shares of the Company - 1:380 (one bond is convertible to 380 ordinary shares);
1.7. Bonds redemption date – 368th day after the end of Bonds subscription period. Bonds are convertible into shares on the redemption day;
1.8. Annual interest rate – 10% (ten percent);
1.9. Method of interest payment: interest is paid in one payment when redeeming the Bonds;
1.10. Bonds are redeemed in Euros;
2. Cancellation of a preemptive right.
To cancel the preemptive right of the shareholders of the Company to acquire issued Bonds which is provided by the article 57 of the Lithuanian Republic public companies law.
2.1. Reason for cancellation: the preemptive right is cancelled in order to ensure favorable conditions for all interested investors to acquire issued Bonds.
2.2. Persons allowed acquiring Bonds after cancellation of the preemptive right: after the preemptive right of the shareholders of the Company is cancelled, all interested institutional and private investors are allowed to acquire issued Bonds.
2.3. Number of bonds available for acquisition after cancellation of the preemptive right: the cancellation of the preemptive right of the shareholders of the Company is valid for the whole Bonds issue.
3.  Inclusion of convertible bonds issue into “NASDAQ OMX Vilnius” stock exchange debt securities list.
After the end of bonds subscription period to submit an application to the management board of AB „NASDAQ OMX Vilnius“ with a request to include the issued bonds in the debt securities list of the „NASDAQ OMX Vilnius“ stock exchange.
4.  Change of articles of the Company related with increase of the Company’s subscribed capital.
Change of articles of the Company if after the bonds redemption date there are Bonds which were converted into shares, to increase the Company‘s subscribed capital by the nominal value of shares to which the Bonds were converted.
5.  Change of articles of the Company.
Change of articles of the Company.
6.  Grant of authorization.
To authorize (with the right to reauthorize) and to oblige Company‘s director general:
6.1. To sign an agreement with the public turnover intermediary UAB FMĮ „Orion securities“, enterprise code 1220 33915, regarding to the processes needed to be taken to implement this meeting‘s decision of issuing convertible Bonds;
6.2. To sign Bonds subscription agreements, while setting other parts of the agreement at discretion;
6.3. To sign all other documents related to the subscription of Bonds, registration of Bonds in the Central Securities Depository of Lithuania, inclusion of bonds into the debt securities list of “NASDAQ OMX Vilnius” stock exchange.
6.4. To sign changed articles of the Company after the increase in subscribed capital and number of ordinary shares and to provide the articles to the enterprise register of Lithuania;
6.5. To sign changed and confirmed by shareholders in shareholders meeting the new edit articles of the Company and to provide the articles to the enterprise register of Lithuania;
6.6. To execute any other actions, related to the implementation of the decisions of this meeting.
 
02.03.2010
AB “Snaigė“ and Kazakhstan national business corporation „Saryarka“ has established a joint venture
On 2 March 2010 in Astana, Kazakhstan, managing director of AB „Snaigė“ Gediminas Čeika and a representative of Kazakhstan national business corporation „Saryarka“ has signed documents regarding the establishment of a new joint venture. The new venture was named „Snaigė“ Saryarka“ ant will be registered in the register of the Kazakhstan Republic Ministry of Justice. The share capital owned by AB „Snaigė“ will be equal to 49%, by “Saryarka” – 51% of total equity.
According to director general of AB „Snaigė“ the first and most important task of a newly established enterprise is securing the financing. „Negotiations with Kazakhstan banks and large investment funds have been started“ – said G. Čeika. „Our partners are optimistic, moreover, the project is supported by economy and trade ministry of Kazakhstan Republic. Minister of Kazakhstan Republic economy and trade ministry Aset Isekeshev has stressed the importance of the project to the Kazakhstan economy during the meeting with representatives of „Snaigė Saryarka“.
After securing financing „Snaigė Saryarka“ will build refrigerator manufacturing plant in Astana, later it will produce and sell refrigerators and freezers in Kazakhstan, Russia, Kyrgyzstan, and neighbouring markets.
According to the directors of AB „Snaigė“, the establishment of a new business venture and building of a new plant is highly advantageous for the Company. If the new business venture secures financing, the redeployment of manufacturing to Kazakhstan not only will allow AB „Snaigė“ to establish presence in Kazakh market, but also after the duty-free trading policy sets in will help AB “Snaigė” to regain lost position in Russia as well as to enter other neighbouring markets. In addition to that, the new plant will be close to the suppliers of raw materials and component parts in Kazakhstan and China.
AB „Snaigė“ manufacturing plant in Alytus will further manufacture refrigerators for Baltic, Ukraine, Western and Central Europe markets.

About „SPK-Saryarka“
Public limited corporation „National company Social-business corporation „Saryarka“ was established in 2007 following order of the president of the Republic of Kazakhstan N. Nazarbaev. The mission of the corporation – to promote economic development in Kazakhstan capital Astana, districts of Akmolinsk and Karaganda. The goal of the corporation – creation of competitive manufacturing businesses able to export their products, establishment of effective systems for state assets management, launch of innovative projects, creation of business conditions favourable for development of small businesses.
The work of the corporation is developed by applying public-private-partnership model. “SPK-Saryarka” invests half of earned profit into development of manufacturing industries not related extraction of raw materials, other part is devoted for implementation of social projects. “SPK-Saryarka” owns 22 companies working in alternative fuel manufacturing area, manufacturing companies oriented to meeting resident needs, transport, logistics, building, waste recycling, agricultural, and medicine manufacturing companies.
 
02.03.2010
Decisions project of the shareholder meeting of 5 March 2010
On 26 of February, 2010, by decision No. 1-6 of  Board proposed changes in decision project in points 1.5.2., 1.6., 1.8.
1.    Convertible bonds issue;
2.    Cancellation of a preemptive right.
3.    Inclusion of convertible bonds issue into “NASDAQ OMX Vilnius” stock exchange debt securities list;
4.    Change of articles of the Company related with increase of the Company’s subscribed capital;
5.    Change of articles of the Company;
6.    Grant of authorization.
 
The common voting - paper - download here

Proposed decisions project:
1. Convertible bonds issue; 
1.   To issue Company‘s convertible bonds (hereinafter – Bonds) under the following conditions:
1.1. Number of issued Bonds –  up to 80 500 (eighty thousand fifty hundred) units;
1.2. Nominal value of one Bond – 100,- EUR (one hundred Euros);
1.3. Total nominal value of the issue – up to 8 050 000 EUR (eight million fifty thousand Euros);
1.4. Rights provided by the Bonds: at the redemption day to receive preset interest or convert Bonds to Company‘s ordinary shares according to the conversion ratio specified in this meeting decisions and Bonds subscription agreement;
1.5. Shares, to which one Bond is convertible:
1.5.1.Class – ordinary shares;
1.5.2.Number – 380 (three hundred eighty) units;
1.5.3.Nominal value – 1 LTL (one litas);
1.5.4.Rights provided:
1.5.4.1.  To participate in the management of the Company;
1.5.4.2.  To receive a dividend;
1.5.4.3.  To receive a part of Company’s assets after liquidation;
1.5.4.4.  To receive free shares if the Company’s share capital is increased from the Company’s capital;
1.5.4.5.  Preemptive right to subscribe to newly issued shares or bonds of the Company, with the exceptions described in the Company’s articles of association and legal acts;
1.5.4.6.  To give loans for the Company as described in legal acts;
1.5.4.7.  To sell or in any other way transfer all or part of the shares, or to bequeath the shares in a will;
1.5.4.8.  To participate and to vote in the shareholder meetings. This right can be prohibited or limited as described in the legal acts of Lithuanian Republic, and then the ownership rights are disputed;
1.5.4.9.    According to the articles of association and other legal acts, to receive information about Company’s activities;
1.5.4.10.Other material and immaterial rights specified in legal acts and in the articles of the Company.
1.6.  Ratio, by which bonds are convertible into ordinary shares of the Company - 1:380 (one bond is convertible to 380 ordinary shares);
1.7.  Bonds redemption date – 368th day after the end of Bonds subscription period. Bonds are convertible into shares on the redemption day;
1.8.  Annual interest rate – 10% (ten percent);
1.9.  Method of interest payment: interest is paid in one payment when redeeming the Bonds;
1.10. Bonds are redeemed in Euros;
2.  Cancellation of a preemptive right;
To cancel the preemptive right of the shareholders of the Company to acquire issued Bonds which is provided by the article 57 of the Lithuanian Republic public companies law.
2.1. Reason for cancellation: the preemptive right is cancelled in order to ensure favorable conditions for all interested investors to acquire issued Bonds.
2.2. Persons allowed acquiring Bonds after cancellation of the preemptive right: after the preemptive right of the shareholders of the Company is cancelled, all interested institutional and private investors are allowed to acquire issued Bonds.
2.3. Number of bonds available for acquisition after cancellation of the preemptive right: the cancellation of the preemptive right of the shareholders of the Company is valid for the whole Bonds issue.
3.  Inclusion of convertible bonds issue into “NASDAQ OMX Vilnius” stock exchange debt securities list;
After the end of bonds subscription period to submit an application to the management board of AB „NASDAQ OMX Vilnius“ with a request to include the issued bonds in the debt securities list of the „NASDAQ OMX Vilnius“ stock exchange.
4. Change of articles of the Company related with increase of the Company’s subscribed capital;
Change of articles of the Company if after the bonds redemption date there are Bonds which were converted into shares, to increase the Company‘s subscribed capital by the nominal value of shares to which the Bonds were converted.
5. Change of articles of the Company;
Change of articles of the Company (addition “The new edit of Snaige, AB articles”).
6. Grant of authorization
To authorize (with the right to reauthorize) and to oblige Company‘s director general:
6.1. To sign an agreement with the public turnover intermediary UAB FMĮ „Orion securities“, enterprise code 1220 33915, regarding to the processes needed to be taken to implement this meeting‘s decision of issuing convertible Bonds;
6.2. To sign Bonds subscription agreements, while setting other parts of the agreement at discretion;
6.3. To sign all other documents related to the subscription of Bonds, registration of Bonds in the Central Securities Depository of Lithuania, inclusion of bonds into the debt securities list of “NASDAQ OMX Vilnius” stock exchange.
6.4. To sign changed articles of the Company after the increase in subscribed capital and number of ordinary shares and to provide the articles to the enterprise register of Lithuania;
6.5. To sign changed and confirmed by shareholders in shareholders meeting the new edit articles of the Company and to provide the articles to the enterprise register of Lithuania;
6.6. To execute any other actions, related to the implementation of the decisions of this meeting.
 
01.03.2010
The Snaigė AB interim financial report for 12 months of 2009 and preliminary consolidated non-audited results for year 2009
1. Preliminary consolidated non-audited results for 2009
Revenues from sales and other activities:   123.518 m.Lt (35.77 m.EUR).
Loss before tax:                                          -35.53 m. Lt    (- 10.29 m.EUR),
Net loss:                                                       -36.45 m. Lt (-10.56 m.EUR),
EBITDA:                                                       -19.85 mln. Lt (-5.75 mln.EUR).
2. The 2009, as well as for most Lithuanian companies, was one of the hardest years in the Company history. Large household appliances industry has sensitively reacted to the economic downturn – the market has contracted by 40-50 percent, in some countries even by 70 percent.
Snaigė AB has timely and appropriately prepared for the downturn – the business was restructured, manufacturing was reorganized, number of employees was decreased. During 2009 the company has decreased operating costs by almost 11 m. LTL. Despite the downturn, in 2009 the company managed to work steadily, saved majority of markets and demand of manufactured products.
The most sever loss of Snaigė AB  in 2009 – the close down of manufacturing plant in Kaliningrad. The decision to close the factory was taken in the beginning of the year when due to the devaluation of rubble manufacturing in Russia became unprofitable. The company incurred consolidated loss of 12 m.LTL due to the closure of the plant and lost position in Russian market.
Other factors which negatively affected company’s results:
  • Additional 13% import duty in place in Ukraine from March till September has significantly decreased sales in the country.
  • Loss due to the bad debt totalled 2.1 m.LTL.
  • Lower capacity utilization resulted in higher labour costs and increase of indirect cost of goods sols the company lost 2 m.LTL.
  • Severance compensation totalled 4 m.LTL.
  • Due to unfavourable change in currency exchange rate the company lost 3.5 m.LTL.
  • Common effect of economic downturn factors totalled 21.5 m.LTL
3. The company presents consolidated non-audited interim financial report for 12 months of 2009 together with confirmation by responsible persons regarding accuracy of the report.
 
26.02.2010
Snaigė AB will establish a joint venture with Kazakh national business corporation “Saryarka”
 
Information published in “Verslo zinios” February 26 related Snaige future partners is not correct
 
On 26 February 2010 management board of Snaigė AB has decided to establish a joint venture with Kazakh national business corporation “Saryarka”. The new company will build household refrigerating equipment manufacturing plant in Astana, later it will be responsible for manufacturing and refrigerators sales in Kazakh, Russian, Kyrgyzstan and other neighboring markets.
The asset contribution of Snaigė AB into the new joint venture will comprise of manufacturing equipment transferred from closed Kaliningrad plant and manufacturing know-how. Snaigė AB will be responsible for launch of manufacturing operations in the new plant, assurance of effectiveness of manufacturing technologies, and organization and planning of sales and marketing processes. The Company’s partner corporation “Saryarka” will be responsible of acquisition of land plot for the building of a plant, management of building processes, supply of labor force and financial resources.
According to the chairman of the management board of Snaigė AB Nerijus Dagilis, the establishment of a new business venture and building of a new plant is highly advantageous for the Company. „After the close down of Kaliningrad plant our sales have decreased significantly“– said N. Dagilis. „If the new business venture secures financing, the redeployment of manufacturing to Kazakhstan not only will allow AB „Snaigė“ to establish presence in Kazakh market, but also after the duty-free trading policy sets in will help us to regain lost position in Russia as well as to enter other neighboring markets.
The new joint venture will allow business consortium „Saryarka“ to contribute to the implementation of rapid industrialization strategy set by Kazakh government. According to the chairman of the management board of the consortium Berik Kamalijev, building of refrigerators manufacturing plant will be the first project of such level in Kazakhstan. „The establishment of the plant will significantly contribute to the formation of positive image of the Republic of Kazakhstan“– said B. Kamalijev. „Moreover, the plant will create new workplaces, the network of supporting businesses will cluster around the plant.“
 AB „Snaigė“ manufacturing plant in Alytus will further manufacture refrigerators for Baltic, Ukraine, Western and Central Europe markets.
About „SPK-Saryarka“
Public limited corporation „National company Social-business corporation „Saryarka“ was established in 2007 following order of the president of the Republic of Kazakhstan N. Nazarbaev. The mission of the corporation – to promote economic development in Kazakhstan capital Astana, districts of Akmolinsk and Karaganda. The goal of the corporation – creation of competitive manufacturing businesses able to export their products, establishment of effective systems for state assets management, launch of innovative projects, creation of business conditions favorable for development of small businesses.
The work of the corporation is developed by applying public-private-partnership model. “SPK-Saryarka” invests half of earned profit into development of manufacturing industries not related extraction of raw materials, other part is devoted for implementation of social projects. “SPK-Saryarka” owns 22 companies working in alternative fuel manufacturing area, manufacturing companies oriented to meeting resident needs, transport, logistics, building, waste recycling, agricultural, and medicine manufacturing companies.
 
11.02.2010
Decisions project of the shareholder meeting of 5 March 2010
1. Convertible bonds issue;
2. Cancellation of a preemptive right.
3. Inclusion of convertible bonds issue into “NASDAQ OMX Vilnius” stock exchange debt securities list;
4. Change of articles of the Company related with increase of the Company’s subscribed capital;
5. Change of articles of the Company;
6.  Grant of authorization.
 
The common voting - paper - download here
 
Proposed decisions project:
1. Convertible bonds issue;
1. To issue Company‘s convertible bonds (hereinafter – Bonds) under the following conditions:
1.1. Number of issued Bonds –  up to 80 500 (eighty thousand five hundred) units;
1.2. Nominal value of one Bond – 100,- EUR (one hundred Euros);
1.3. Total nominal value of the issue – up to 8 050 000 EUR (eight million fifty thousand Euros);
1.4. Rights provided by the Bonds: at the redemption day to receive preset interest or convert Bonds to Company‘s ordinary  shares  according to the conversion ratio specified in this meeting decisions and Bonds subscription agreement;
1.5. Shares, to which one Bond is convertible:
1.5.1. Class – ordinary shares;
1.5.2. Number – 387 (three hundred eighty seven) units;
1.5.3. Nominal value – 1 LTL (one litas);
1.5.4. Rights provided:
1.5.4.1. To participate in the management of the Company;
1.5.4.2. To receive a dividend;
1.5.4.3. To receive a part of Company’s assets after liquidation;
1.5.4.4. To receive free shares if the Company’s share capital is increased from the Company’s capital;
1.5.4.5. Preemptive right to subscribe to newly issued shares or bonds of the Company, with the exceptions described in the Company’s articles of association and legal acts;
1.5.4.6. To give loans for the Company as described in legal acts;
1.5.4.7. To sell or in any other way transfer all or part of the shares, or to bequeath the shares in a will;
1.5.4.8. To participate and to vote in the shareholder meetings. This right can be prohibited or limited as described in the legal acts of Lithuanian Republic, and then the ownership rights are disputed;
1.5.4.9. According to the articles of association and other legal acts, to receive information about Company’s activities;
1.5.4.10. Other material and immaterial rights specified in legal acts and in the articles of the Company.
1.6. Ratio, by which bonds are convertible into ordinary shares of the Company - 1:387 (one bond is convertible to 38