Munksjö and Ahlstrom have completed the combination of Ahlstrom's Label and Processing business in Brazil with Munksjö
Helsinki, Finland, 2013-11-29 08:00 CET (GLOBE NEWSWIRE) --
MUNKSJÖ OYJ, STOCK EXCHANGE RELEASE, 29 November 2013 at 8.00 am CET
NOT TO BE DISTRIBUTED IN OR INTO AUSTRALIA, CANADA, THE HONG KONG SPECIAL
ADMINISTRATIVE REGION OF THE PEOPLE'S REPUBLIC OF CHINA, JAPAN, NEW ZEALAND,
SOUTH AFRICA OR THE UNITED STATES.
The Board of Directors of Munksjö Oyj and Ahlstrom Corporation have today
resolved to execute the demerger of Ahlstrom's Label and Processing business in
Brazil (Coated Specialties) and notify it for registration with the Finnish
Trade Register on 2 December 2013.
The demerger is the final step in the process through which Munksjö AB and
Ahlstrom's Label and Processing business are combined.
In the Coated Specialties demerger, all assets and liabilities that belong to
Coated Specialties are transferred to Munksjö Oyj through a partial demerger of
Ahlstrom Corporation. The Coated Specialties business in Jacarei, Brazil, will
be included in Munksjö's business area Release Liners.
"After completion of the second phase of the business combination with
Ahlstrom's business area Label and Processing, we have got a reinforced
platform for growth within specialty paper. Our competitiveness will strengthen
and growth opportunities have been added to the company, organically as well as
strategically. Our manufacturing foot print is extended from Europe and Asia to
South America.", says Jan Åström, President and CEO of Munksjö Oyj.
In the demerger the shareholders of Ahlstrom receive as demerger consideration
0.265 new shares in Munksjö for each share owned in Ahlstrom. In case the
number of shares received by a shareholder of Ahlstrom as demerger
consideration would be a fractional number, the fractions shall be rounded down
to the nearest whole number.
An estimated total of 12 292 084 new shares in Munksjö Oyj will be issued as
demerger consideration to Ahlstrom's shareholders. The number of new shares to
be issued as demerger consideration will be determined based on the
shareholding in Ahlstrom and taking into account all trades made, although not
settled, in Ahlstrom's shares by the end of today.
No demerger consideration will be paid on the basis of own shares held by
Ahlstrom Corporation. The new shares carry a right to dividend and other
shareholder rights as from their registration, expected to occur on 2 December
2013.
Munksjö has filed an application for listing of the new shares issued as
demerger consideration on the Helsinki Stock Exchange. The trading with
Munksjö's shares received as demerger consideration is expected to commence on
the Helsinki Stock Exchange on or about 2 December 2013.
The fair value of the consideration transferred to Munksjö for Coated
Specialties will correspond to the quoted market price of Munksjö's share as at
end of today. Using Munksjö's quoted closing price of EUR 4,86 as of 30
September 2013, the consideration transferred would amount to MEUR 59,7 and
will be recorded in the reserve for the invested unrestricted equity.
Munksjö Oyj
For more information, please contact:
Åsa Fredriksson, SVP HR and Communications, tel. +46 10 250 1003
Laura Lindholm, Investor Relations Manager, tel. +46 10 250 1026
Munksjö - Materials for innovative product design
The Munksjö Group is an international specialty paper company with a unique
product offering for a large number of industrial applications and
consumer-driven products. Founded in 1862, Munksjö is among the leading
producers in the world of high-value added papers within attractive market
segments such as Decor paper, Release Liners, Electrotechnical paper, Abrasive
backings and Interleaving paper for steel. Given Munksjö's global presence and
way of integrating with its customers' operations, the company forms a global
service organisation with approximately 3,000 employees. Production facilities
are located in France, Sweden, Germany, Italy, Spain and China. Munksjö Oyj is
listed on NASDAQ OMX Helsinki. Read more at www.munksjo.com.
Disclaimer
This document may not be distributed in or into Australia, Canada, the Hong
Kong special administrative region of the People's Republic of China, Japan,
New Zealand, South Africa or the United States. The information contained
herein shall not constitute an offer to sell or the solicitation of an offer to
buy the securities referred to herein in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration, exemption from
registration or qualification under the securities laws of any such
jurisdiction.
This document is not an offer for sale of securities in the United States.
Securities may not be offered or sold in the United States absent registration
or an exemption from registration under the U.S. Securities Act of 1933, as
amended. Ahlstrom Corporation, Munksjö AB and Munksjö Oyj have not registered,
and do not intend to register, any offering of the Munksjö shares in the United
States. There will be no public offering of the Munksjö shares in the United
States.
This document is only being distributed to and is only directed at (i) persons
who are outside the United Kingdom or (ii) to investment professionals falling
within Article 19(5) of the Financial Services and Markets Act 2000 (Financial
Promotion) Order 2005 (the "Order") or (iii) high net worth companies, and
other persons to whom it may lawfully be communicated, falling within Article
49(2)(a) to (d) of the Order or (iv) persons who are members or creditors of
the company to which this communication relates, falling within article 43(2)
of the Order (all such persons in (i), (ii) (iii) and (iv) above together being
referred to as "relevant persons"). Any investment activity to which this
document relates will be only available to and will be engaged in only with,
relevant persons. Any person who is not a relevant person should not act or
rely on this document or any of its contents.