The offer referred to in this stock exchange release is not being made, whether directly or indirectly, in or into Australia, Hong Kong, Japan, New Zealand, South Africa or the United States or in or into any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled “Important notice” at the end of this stock exchange release and in the tender offer document which has been published on Scanfil Oyj’s website www.scanfil.com.
SCANFIL OYJ STOCK EXCHANGE RELEASE 25 June 2015 8.30 A.M.
SCANFIL OYJ DECLARES THE OFFER FOR PARTNERTECH AB UNCONDITIONAL – THE OFFER WILL BE COMPLETED
On 25 May 2015, Scanfil Oyj (“Scanfil”) announced a public offer to the shareholders of PartnerTech AB (“PartnerTech”) to tender all shares in PartnerTech to Scanfil at a price of SEK 35 in cash per share (the “Offer”). The acceptance period in the Offer ended on 23 June 2015.
All conditions for completion of the Offer have been fulfilled and the Offer is therefore declared unconditional. Accordingly, Scanfil will complete the acquisition of the shares tendered in the Offer.
During the acceptance period 12 317 373 shares have been tendered in the Offer, corresponding to 97.3 percent of the shares and the voting rights in PartnerTech. Settlement for shares tendered up until 23 June 2015 is expected to begin on 2 July 2015.
To provide the remaining shareholders in PartnerTech more time to consider and to accept the Offer, the acceptance period has been extended until and including 9 July 2015, 5.00 p.m. (CET). Settlement for shares tendered after 23 June 2015 is expected to begin 16 July 2015.
Scanfil will initiate compulsory acquisition of the remaining shares in PartnerTech as well as promote that the board of directors of PartnerTech shall apply for a delisting of PartnerTech’s shares from Nasdaq Stockholm.
Scanfil did not own or otherwise control any shares in PartnerTech prior to announcement of the Offer. Scanfil has not purchased, and does not intend to purchase, any shares in PartnerTech outside of the Offer.
For additional information contact:
CEO Petteri Jokitalo,
+358 44 7882 400
Information is also available at Scanfil’s website (www.scanfil.com).
Distribution NASDAQ OMX, Helsinki
This information was submitted for publication on 25 June 2015 at 07.30 a.m. (CET).
The Offer is not being made, directly or indirectly, in or into Australia, Hong Kong, Japan, New Zealand, South Africa or the United States or in or into any other jurisdictions where such offer pursuant to legislation and regulations in such relevant jurisdictions would be prohibited by applicable law (together, the “Restricted Jurisdictions”) or by use of mail or any other means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national security exchange, of any Restricted Jurisdiction, and the Offer cannot be accepted by any such use, means, instrumentality or facility of, or from within, any Restricted Jurisdiction. Accordingly, this stock exchange release and any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into any Restricted Jurisdiction.
This stock exchange release is not being, and must not be, sent to shareholders with registered addresses in any Restricted Jurisdiction. Banks, brokers, dealers and other nominees holding shares for persons in any Restricted Jurisdiction must not forward this stock exchange release or any other document received in connection with the Offer to such persons.
Statements in this stock exchange release or in the offer document relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and the other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as “anticipates”, “intends”, “expects”, “believes”, or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of Scanfil. Any such forward-looking statements speak only as of the date on which they are made and Scanfil has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.