Ahlstrom Corporation STOCK EXCHANGE RELEASE September 11, 2012 at 14.45
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 Ahlstrom Corporation and Munksjö Corporation have on September 11, 2012 signed two demerger plans, according to which all the assets and liabilities contained in the Ahlstrom Group that belong to the Ahlstrom Group's Label and Processing business in Europe and Brazil will be transferred to Munksjö Corporation, a new company established in Finland for these purposes, through two separate partial demergers. The signing of these demerger plans forms a step in the execution of the transaction between Ahlstrom and EQT concerning the combination of Ahlstrom's Label and Processing business and Munksjö AB that was announced on August 28, 2012.
The complete demerger plans are attached to this Stock Exchange Release and they contain information, inter alia, on the demerger consideration to Ahlstrom's shareholders, the planned time for execution of the demergers, the division of the demerging company's assets and liabilities to the recipient company and the conditions for the execution of the demergers.
The partial demergers require the approval of the Extraordinary Shareholders' Meeting of Ahlstrom. Ahlstrom will publish a separate invitation to the Extraordinary Shareholders' Meeting to be held in November 2012.
Munksjö Corporation, as the recipient company in the partial demergers, will publish a prospectus concerning the demergers approximately one week prior to Ahlstrom's Extraordinary Shareholders' Meeting. The prospectus will contain information on the operations of the recipient company, Munksjö AB and the transferring Label and Processing business in Europe and Brazil, pro forma financial information on the recipient company, historical financial information on Munksjö AB and with respect to the transferring Label and Processing business in Europe and Brazil carve-out financial information derived from the Ahlstrom Group's consolidated financial statements and other details concerning the proposed demergers.
For more information, please contact:
Jan Lång, President & CEO
Tel. +358 (0)10 888 4700
Seppo Parvi, CFO,
Tel. +358 (0)10 888 4768
Liisa Nyyssönen, Vice President, Communications
Tel. +358 (0) 10 888 4757
Ahlstrom in brief
Ahlstrom is a high performance materials company, partnering with leading businesses around the world to help them stay ahead. Our products are used in a large variety of everyday applications, such as filters, medical gowns and drapes, wallcoverings, flooring, labels and food packaging. We have a leading market position in the businesses in which we operate. Our 5,200 employees serve customers in 28 countries on six continents. In 2011, Ahlstrom's net sales amounted to EUR 1.6 billion. The company's share is quoted on the NASDAQ OMX Helsinki. More information is available at www.ahlstrom.com.
Munksjö AB in brief
Munksjö AB is one of Europe's leading players in specialty paper and specialty pulp. The Group develops, manufactures, markets and sells high-quality and value-creating specialty papers such as Decor papers used in the manufacture of for example furniture, kitchen interiors and laminate flooring. Products used in industrial applications include Abrasive backings and Electrotechnical papers for the insulation of high-voltage cables and transformers. Customer relationships, high technical competence, production know-how and the capacity for product development have contributed to Munksjö's strong market positions. Munksjö has production facilities in France, China, Germany, Spain and Sweden and employs approximately 1,800. More information is available at www.munksjo.com
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 Corporation 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.