The acquisition of Ahlstrom Oyj in 2021 and subsequent redemption procedure
On September 24, 2020, Ahlstrom Holding 3 Oy made a public recommended cash tender offer for all shares in Ahlstrom Oyj (previously named Ahlstrom-Munksjö Oyj). Ahlstrom Holding 3 Oy received an ownership of more than 90% on February 4, 2021 and started a compulsory redemption procedure. On February 25, 2022, the arbitral tribunal appointed by the Redemption Board of the Finland Chamber of Commerce rendered its decision according to which the redemption price payable by Ahlstrom Holding 3 Oy for the 10,755,918 Ahlstrom Oyj’s minority shares that are subject to mandatory redemption shall be EUR 21.55 per share. On April 29, 2022, Ahlstrom Holding 3 Oy filed an appeal with the District Court of Helsinki, requesting the District Court to confirm the redemption price of the minority shares in Ahlstrom Oyj to be EUR 17.84 per share, corresponding with the price offered in the public tender offer.
The District Court of Helsinki rendered its decision on August 31, 2023. The District Court ruled that the redemption price payable by Ahlstrom Holding 3 Oy for the 10,755,918 Ahlstrom Oyj’s minority shares that are subject to mandatory redemption shall be EUR 17.84 per share. Amongst others, the trustee who represents all minority shareholders sought leave to appeal from the Supreme Court. On April 15, 2024, the Supreme Court announced that it has granted a leave to appeal for the minority shareholders.
On October 24, 2025, the Supreme Court of Finland rendered its precedent ruling regarding the redemption price for Ahlstrom Oyj’s minority shares. The Supreme Court ruled that the redemption price payable by Ahlstrom Holding 3 Oy for the 10,755,918 Ahlstrom Oyj’s minority shares that are subject to mandatory redemption shall be EUR 21.00 per share.
The Supreme Court’s decision is final and non-appealable. The redemption price added with interest in accordance with Chapter 18, Section 7 of the Finnish Companies Act falls due on November 24, 2025. Payment will be made to each minority shareholder who held Ahlstrom Oyj’s shares when the shares were transferred to Ahlstrom Holding 3 Oy.
EUR 242.2 million is held by Ahlstrom Holding 3 Oy in a separate escrow account which will be used to cover the minority squeeze-out liability. The escrow account holdings are not included in the reported cash and cash equivalents of Ahlstrom Holding 3 Oy.
For more detailed information, please read the announcement release.
CONTACT DETAILS
Ahlstrom
Johan Lindh
Vice President, Investor Relations
+358 10 888 4994
johan.lindh@ahlstrom.com
A. Ahlstrom Oyj
Miia Mäkinen
Communications Manager
miia.makinen@aahlstrom.com
Mobile +358 44 512 4711
Trustee representative of Ahlstrom-Munksjö's minority shareholders during the redemption process
Antti Kuusimäki
Attorney at law
+358 40 506 8757
ak@anttikuusimaki.fi