Preliminary result of Metso Corporation's share exchange offer for all issued and outstanding shares and stock options of Tamfelt Corp. and the completion of the share exchange offer
Metso Corporation's Company release on December 21, 2009 at 4:25 p.m.
The offer period in the share exchange offer by Metso Corporation for all issued and outstanding shares and stock options of Tamfelt Corp. expired on December 18, 2009. According to the preliminary result of the share exchange offer, the shares tendered in the share exchange offer represent approximately 96.50 percent of all the shares and votes in Tamfelt on a fully diluted basis (including shares already owned by Metso or its affiliates). All of the stock options were tendered in the share exchange offer.
As all the conditions to the completion of the share exchange offer, excluding the amendment of the articles of association of Tamfelt to remove Article 12, have been fulfilled, Metso will complete the share exchange offer in accordance with its terms and conditions, subject only to the amendment to the articles of association of Tamfelt being registered with the Trade Register which is expected to occur on December 22, 2009.
The final result of the share exchange offer will be confirmed and announced on or about December 23, 2009.
"I am pleased that so many decided to accept the exchange offer. I welcome all Tamfelt shareholders that exchanged their shares as Metso shareholders. We are now starting projects to deepen the cooperation between Metso and Tamfelt for the benefit of our customers and all shareholders" states Jorma Eloranta, the President and CEO of Metso.
Metso is a global supplier of sustainable technology and services for mining, construction, power generation, automation, recycling and the pulp and paper industries. We have about 26,500 employees in more than 50 countries. www.metso.com
Further information for investors, please contact:
Johanna Henttonen, Vice President, Investor Relations, Metso Corporation, tel. +358 20 484 3253
This release may not be released or otherwise distributed, in whole or in part, in or into Australia, Canada, Japan, New Zealand, South Africa or the United States. This release is not a tender offer document and as such does not constitute an offer or invitation to make a sales offer. Investors shall accept the Share Exchange Offer for the shares and the offer for the Stock Options only on the basis of the information provided in a share exchange offer document. Offers will not be made directly or indirectly in any jurisdiction where either an offer or participation therein is prohibited by applicable law or where any share exchange offer document or registration or other requirements would apply in addition to those undertaken in Finland.
The share exchange offer document and related acceptance forms will not and may not be distributed, forwarded or transmitted into or from any jurisdiction where prohibited by applicable law. In particular, the Share Exchange Offer or the offer for the Stock Options is not being made, directly or indirectly, in or into, or by use of the postal service of, or by any means or instrumentality (including, without limitation, facsimile transmission, telex, telephone or the Internet) of interstate or foreign commerce of, or any facilities of a national securities exchange of, Australia, Canada, Japan, New Zealand, South Africa or the United States. The Share Exchange Offer or offer for the Stock Options cannot be accepted by any such use, means or instrumentality or from within Australia, Canada, Japan, New Zealand, South Africa or the United States.
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