Rakentajain Konevuokraamo Oyj
Stock exchange release
19 October 2005, at 9.00 hrs
COMBINATION OF RAKENTAJAIN KONEVUOKRAAMO
AND CRAMO CREATES
A LEADING PAN-EUROPEAN RENTAL SERVICES
COMPANY
Rakentajain Konevuokraamo Oyj ("RK") and Cramo Holding B.V., the
Dutch
parent company of the Cramo Group ("Cramo"), have decided to combine
their
operations through a share exchange offer by RK. The combination will
create one
of the leading European rental services companies, whose core
business areas
will consist of general equipment rental as well as rental and
sale of modulars.
The combined company ("Combined Company") will be among the
five largest European
rental services companies with leading positions in
Finland, Sweden and Estonia,
and a good coverage in Norway, Denmark, the
Netherlands, Latvia, Lithuania,
Poland and Russia. The Combined Company will
have a solid base for continued
international growth in most existing
markets, and especially in Eastern Europe
and Russia. Its annual pro forma
turnover in 2004 amounted to approximately
EUR 292.8 million with an EBITDA
of approximately 78.1 million. The Combined
Company will employ 1,634 people.
The transaction is expected to create annual
synergies of approximately EUR 5
million, which will materialize in full as of
2007.
Transaction
summary
RK and Cramo as well as RKs largest shareholders representing 37.6%
of shares
and 78.4% of votes in RK, and Cramo shareholders representing 100%
of shares and
votes in Cramo have on 18 October 2005 signed a combination
agreement regarding
the combination of RK and Cramo ("Combination
Agreement"). Furthermore, the key
owners of the Combined Company have on 18
October 2005 signed a shareholders
agreement. The completion of the
transaction is subject to approval by the
competition authorities in Poland
and Estonia, and approval by RKs shareholders
meeting of the issuance of new
RK shares in accordance with the exchange offer,
and of the combination of
the current A and B share classes. The Board of
Directors of RK unanimously
recommends to the shareholders of RK that they vote
in favor of the
transaction in RKs extraordinary shareholders meeting, which
will be
summoned following competition clearance for the transaction from Poland
and
Estonia, estimated to take place by year-end. The main shareholders of RK,
representing 78.4% of votes and 37.6% of shares in RK have undertaken to
support
the Boards proposal in the extraordinary shareholders meeting, and
have
undertaken not to decrease their shareholding before the extraordinary
shareholders meeting. The transaction will be consummated as follows:
*
RK makes a share exchange offer to the shareholders of Cramo, whereby it
offers to acquire all of the issued and outstanding shares in Cramo by
issuing
14,984,507 new class B shares to be subscribed by the shareholders of
Cramo
("Exchange Offer"). Based on the closing price of the RK share on the
Helsinki
Stock Exchange on 18 October 2005 of EUR 8.81 per share, the value
of the shares
in Cramo is EUR 132 million, which equals the market
capitalization of RK on a
fully diluted number of shares basis.
*
Furthermore, the Board of RK proposes to the shareholders meeting that the
current share classes are combined, so that in conjunction with the
transaction,
the class A shares in RK are converted to class B shares in RK
at a ratio of 1:1.
40. RK shareholders representing 96.3% of the A-share votes
in RK have given
their consent to convert the current class A shares to class
B shares. Following
the conversion there will be only one class of shares in
RK, each share will
carry one vote, and all shares will be listed on the
Helsinki Stock Exchange.
* Caterpillar SaRL and Caterpillar Financial
Services Netherlands B.V.
(together "Caterpillar"), shareholders in Cramo,
have agreed with Cramos
shareholder Pon Holdings B.V., and RKs shareholder
Suomi Mutual Life Assurance
Company that Caterpillar will sell all 5.993.803
class B shares it receives in
the Exchange Offer ("Share Sale") for EUR 7.55
per share to Pon Holdings B.V.
who will acquire 2.996.901 shares, and Suomi
Mutual Life Assurance who will
acquire 2.996.902 shares.
* The Board of RK
recommends the approval of the targeted issue and the
combination of share
classes in RKs extraordinary shareholders meeting. The
proposal of RKs
Board is supported by shareholders in RK representing 78.4% of
the votes and
37.6% of the shares, which have undertaken not to decrease their
holding
prior to the extraordinary shareholders meeting. All shareholders in
Cramo
have undertaken to accept RKs offer.
* Provided that the Exchange Offer,
the combination of share classes and the
Share Sale are completed, RK
shareholders will hold a total of 60.0% of shares
and votes in the Combined
Company, and Cramo shareholders will hold a total of
40.0% of shares and
votes in the Combined Company. In terms of shares and votes
in the Combined
Company, Pon Holdings B.V. will hold 28.4%, Suomi Mutual Life
Assurance
Company 15.3%, ABN AMRO Bank N.V. 10.0%, and Rakennusmestarien Säätiö
9.4%.
The key shareholders of the Combined Company have on 18 October 2005
signed a
shareholders agreement, whereby the parties have agreed not to
increase
their ownership in the Combined Company after the consummation of the
transaction above a certain threshold without the consent of the other
parties,
and on voting restrictions. The key terms of the shareholders
agreement are
attached.
A press conference will be arranged in
Helsinki commencing at 11 AM (Finnish
time) at Scandic Hotel Marski, Carl
Cabinet, Mannerheimintie 10.
English presentation slides will be available
an hour earlier at: www.rk.fi.
Background to combination
The Boards
of both companies consider the combination of their respective
businesses to
be in-line with their strategies, and substantiated both
commercially,
serving the long term interests of its local and international
customers, as
well as financially. The Combined Company aims to grow further
internationally within general equipment rental and modulars, and RKs strong
position in Finland and Eastern Europe is well complemented by Cramos strong
position in the Nordic and Baltic markets.
The combination will offer the
potential to realize synergies, since:
* the broader service offering will
better serve the needs of its customers in
industry, construction, retail,
and the public sector
* a more comprehensive depot network will be created
*
significant increase in capital expenditure allows for improved efficiency in
procurement and more favorable purchase prices, resulting in lower cost of
rental
assets, enabling competitive rates to its customers
* centralized
asset management is utilized for a broad geographical area and
utilization
rates can be improved by transferring machinery between geographical
areas
*
the Combined Company will be one of the largest providers of modular space in
Europe, benefiting from RKs production capacity and Cramos well developed
modular concepts
* the Combined Company will have sufficient resources to
benefit from the growth
potential in all of its markets, including Eastern
Europe and Russia
* the experienced management and staff of the Combined
Company will benefit from
the substantially enlarged scale of
operations
The Boards consider, that RK and Cramo complement each other
very well in terms
of know-how and standard of operations, and that the
combination provides for
excellent opportunities to create value for the
shareholders of both companies.
It is concluded that the combination creates
one of the leading machinery,
equipment and modular space rental companies in
Europe. The Combined Company is
expected to have strong cash flows, good
profitability, and is expected to
achieve synergies of approximately EUR 5
million p.a. The synergies are expected
to materialize in full as of 2007,
and there will be extraordinary costs
associated with achieving the
synergies, which are estimated to amount to EUR
2 million.
Based on
the above, the Board of RK offers the shareholders in Cramo new class
B
shares in RK, in exchange for all shares in Cramo. The Exchange Offer is
consummated through a share exchange, whereby shareholders of both RK and
Cramo
have the opportunity to benefit from the future development of the
Combined
Company.
All Cramo shareholders have undertaken to accept the
Exchange Offer.
Paavo Ruusuvuori, Chairman of the Board of RK, comments on
the combination:
"Rakentajain Konevuokraamo Oyj is a pioneer and the most
profitable company
within the sector. By joining forces with Cramo, we are
implementing our growth
strategy, and creating a very competitive company,
with a strong foundation to
participate in the likely upcoming consolidation
of the equipment rental market.
By utilizing best practices of both
companies, we have a solid basis for
profitable growth and market
leadership."
Phil van Haarlem, Chairman of the Board of Cramo, comments
on the combination:
"From its strong Swedish home base, Cramo has developed
over the last ten years
into one of the largest general equipment rental
services and modular
organizations in the Nordic markets, and a successful
Pan-European player with
its presence in nine countries. With its innovative
rental concepts and
advanced rental service offerings to a broad customer
base, Cramo is well
positioned among its competitors. Cramos size and
sophistication combined
with
RKs financial strength and market leadership
in Finland creates a new
organization of a combined size and strength that is
very well positioned for
further growth of its already prominent role on
Europes equipment rental
services market scene."
The main terms of
the Exchange Offer are as follows:
Cramo shareholders will receive
7,492.2535 new shares in RK in exchange for one
share in Cramo. The new
shares in RK will entitle to dividends and other
shareholder rights as of the
registration with the Finnish Trade Register.
The new RK shares issued in the
Exchange Offer will be subscribed and the shares
will be exchanged
immediately following RKs extraordinary shareholders meeting.
RK will
prepare a listing particulars required for the listing of the new RK
shares.
The listing particulars will be published on a separately announced date
before RKs extraordinary shareholders meeting to decide upon the
combination.
RK will separately confirm the consummation of the share
exchange after the
extraordinary shareholders meeting.
The Exchange
Offer is subject to the following conditions:
(a) Approval by RKs
shareholders meeting of the resolutions necessary for the
combination of the
companies and conversion of shares (conversion of class A
shares to class B
shares, increase of share capital, change of Articles of
Association);
(b)
Acceptance by all Cramo shareholders of the Exchange Offer;
(c) The
Combination Agreement still being in force; and;
(d) Relevant authorities
having given their approval to the combination, or RK
and Cramo have accepted
conditions set by authorities for their approval.
Board and
management of the Combined Company
Key shareholders of RK, representing
78.4% of votes in RK have agreed to support
the following board proposals at
the extraordinary shareholders meeting of RK:
* An independent Finnish
individual will be nominated to be elected as Chairman
of the Board
*
Rakennusmestarien Säätiö and Suomi Mutual Life Assurance Company will nominate
three Board members for election
* Pon Holdings B.V. will nominate three
Board members for election
Vesa Koivula will continue as the CEO of the
Combined Company and Cramos CEO
Göran Carlson will be appointed deputy
CEO.
Listing of shares
RK will apply for listing of the class B shares
issued in both the Exchange
Offer and in the conversion on the Helsinki Stock
Exchange.
Preliminary timetable
The listing particulars to be prepared
for the Exchange Offer is estimated to
be published in week 51, and
competition clearance in Estonia and Poland are
estimated to be received
during weeks 49 to 51. RK´s extraordinary shareholders
meeting to ratify the
transaction will be held as soon as possible thereafter.
Advisors
HLP
Corporate Finance Oy has acted as financial and Castrén & Snellman as legal
advisors to RK. ABN AMRO Corporate Finance has acted as financial, and
Clifford
Chance and Hannes Snellman have acted as legal advisors to
Cramo.
Combined Company in brief
General
The combination of RK and
Cramo will create one of the largest rental companies
in Europe, whose core
business areas will be general equipment rental, and
rental and sale of
modulars. The Combined Company will have a leading market
position in
Finland, Sweden and Estonia and a good coverage in the other Nordic
and
Baltic states, and some Eastern European countries. The combination forms a
solid base for implementing a growth strategy in both new and most existing
markets, including Eastern Europe and Russia. The Combined Company is an
industrial services company, meeting the machinery, equipment and modular
space
needs of its customers in industry, construction, retail, and the
public sector
by providing easy accessibility, and actively developing new
concepts to satisfy
short and longer term needs of customers. The Combined
Company will operate in
10 countries where it has a network of 252 rental
depots. Pro forma sales in
2004 amounted to EUR 292.8 million and during the
first six months in 2005 to
EUR 152.4 million. The number of employees was
1,634 as at 30.6.2005. The
Combined Company will be headquartered in Vantaa,
with operational centers in
Vantaa and Kista.
Largest shareholders post
completion of transaction
Name % of
shares and votes
Pon Holdings B.V. 28.4%
Suomi Mutual
Life Assurance Company 15.3%
ABN AMRO Bank N.V.
10.0%
Rakennusmestarien Säätiö 9.4%
Pohjola Non-Life
Insurance Company 3.8%
Financial overview, pro forma
(unaudited)
COMBINED INCOME STATEMENT, IFRS (EUR 1000)
1-6/05 1-6/04 Change % 1-12/04
SALES
152,411 134,866 13.0 % 292,779
Other
operating income 3,465 3,512
8,639
Change in inventories in finished goods
and in work in progress
-291 1,576 -364
Production for own use
4,277 502 2,467
Materials and services
-35,322 -32,756 -64,341
Personnel expenses
-36,320 -31,583 -65,040
Depreciation
-24,425 -21,999 -45,297
Other operating
expenses -50,343 -44,045 -96,083
OPERATING
PROFIT 13,452 10,073 33.5 % 32,759
% of
sales 8.8 % 7.5 % 11.2
%
Finance costs (net) -5,670 -6,122
-11,230
PROFIT BEFORE TAX 7,782 3,951 97.0 %
21,529
% of sales 5.1 % 2.9 %
7.4 %
Income taxes -1,864 -1,146
-5,551
PROFIT FOR THE PERIOD 5,918 2,805
111.0 % 15,979
% of sales 3.9 % 2.1
% 5.5 %
COMBINED BALANCE SHEET, IFRS (EUR 1000)
30.6.2005
ASSETS
NON-CURRENT ASSETS
Property, plant and
equipment 292,022
Goodwill
134,188
Other intangible assets
52,577
Available-for-sale investments 200
Receivables
781
Deferred income tax assets
13,921
TOTAL NON-CURRENT ASSETS 493,688
CURRENT
ASSETS
Inventories 15,456
Trade an
other receivables 83,336
Cash and cash equivalents
6,820
TOTAL CURRENT ASSETS
105,612
TOTAL ASSETS 599,301
EQUITY AND
LIABILITIES
EQUITY
Share capital
49,524
Share issue 0
Share
premium fund 107,944
Retained earnings
20,399
TOTAL EQUITY
177,867
NON-CURRENT LIABILITIES
Provisions
186
Deferred income tax liabilities
34,919
Non-current liabilities 274,901
CURRENT
LIABILITIES
Current liabilities 111,428
TOTAL
LIABILITIES 421,434
TOTAL EQUITY AND LIABILITIES
599,301
KEY FIGURES
1-6/05 1-6/04 1-12/04
Gross investment on
non-current assets, EUR 1000 43,217 40,757
78,835
Avarage number of employees
during the period
1,634 1,505 1,537
Equity ratio, %
30.4 %
Interest-bearing net debt, EUR 1000 305,317
Earnings
per share, basic 0.20 0.10 0.55
Number of
shares, basic 29,304,314
Earnings per share, diluted
0.20 0.09 0.54
Number of shares, diluted
29,607,510
The pro forma information has been prepared according to
international
accounting standards (IFRS) applied by RK, so that Cramos
historical financial
statements have in the pro forma tables been adjusted in
all material aspects to
comply with accounting principles adopted by RK.
In purchase price allocation the share price of RK has been assumed as EUR
8.81
per share, which was the closing price of the share on the Helsinki
Stock
Exchange on 18 October 2005. The final purchase price allocation will
be based
on the actual share price at the time when the transfer of control
takes place.
Changes in the share price impacts the goodwill arising from the
combination so
that a rise in the share price increases the amount of
goodwill and a decrease
in the share price decreases the amount of goodwill.
In the pro forma financial statements, the purchase price of EUR 133.2
million
has been allocated at fair values mainly to intangible assets, of
which the
value of the brand is estimated as EUR 37.3 million and the value
of the
customer relationships is estimated as EUR 14.8 million. Other
allocations total
EUR 1.3 million. No depreciation has been allocated to
goodwill or value of
brand. The annual depreciation of customer relationships
amounts to EUR 3.2
million and is based on the estimated economic lifetime of
customer
relationships, which is approximately 5 years.
The fair values
of machinery and equipment are assessed not to be materially
different from
the value in the IFRS adjusted balance sheet at the date of
acquisition.
Consequently, the balance sheet values of machinery and equipment
have been
used as fair values.
The pro forma statements do not include any benefits
arising from synergies.
RK in brief
RK provides a wide range of
machinery, equipment and shelters, as well as
expertise and contracting
services needed in construction projects on a
just-in-time basis. Its
sub-Group, Tilamarkkinat Oy, is responsible for the
development, manufacture,
rental and sales of moveable buildings and units.
The subsidiary Suomen
Projektivuokraus Oy offers project rental services
characterized by long
rental periods. RK has operations in Finland, Estonia,
Poland and Russia, and
a network of 69 rental depots.
Largest shareholders
Name
% of share capital % of votes
Rakennusmestarien Säätiö
17.4% 37.3%
Suomi Mutual Life
Assurance Company 10.2% 17.0%
Pohjola
Non-Life Insurance Company 7.0%
16.0%
Rakennusmestarit ja -insinöörit AMK RKL 3.0%
8.1%
Nordea Life Insurance Finland Ltd 2.8%
0.8%
Financial overview (unaudited)
RK, INCOME STATEMENT, IFRS
(EUR 1000)
1-6/05 1-6/04
Change % 1-12/04
SALES 36,412 32,504
12.0 % 71,436
Other operating income 449 147
303
Change in inventories in
finished goods and in work in
progress -291 1.888 259
Production for own use
4,277 502 2,467
Materials and services
-10,426 -9,253 -17,716
Personnel expenses
-10,708 -9,083 -18,444
Depreciation
-5,334 -4,667 -9,604
Other operating
expenses -7,740 -6,882 -14,307
OPERATING
PROFIT 6,639 5,156 28.8 % 14,394
% of
sales 18.2 % 15.9 % 20.1
%
Finance costs (net) -875 -658
-1,423
PROFIT BEFORE TAX 5,764 4,498 28.1 %
12,971
% of sales 15.8 % 13.8 %
18.2 %
Income taxes -1,407 -1,210
-3,744
PROFIT FOR THE PERIOD 4,357 3,288
32.5 % 9,227
% of sales 12.0 % 10.1 %
12.9 %
RK, BALANCE SHEET, IFRS (EUR 1000)
30.6.2005
ASSETS
NON-CURRENT ASSETS
Property, plant and equipment
86,496
Goodwill 11,615
Other
intangible assets 477
Available-for-sale investments
200
Receivables 187
Deferred income
tax assets 1,457
TOTAL NON-CURRENT ASSETS
100,432
CURRENT ASSETS
Inventories
3,518
Trade an other receivables 10,897
Cash and cash
equivalents 1,594
TOTAL CURRENT ASSETS
16,009
TOTAL ASSETS 116,441
EQUITY AND
LIABILITIES
EQUITY
Share capital
24,200
Share issue 0
Share premium fund
1,567
Retained earnings
20,399
TOTAL EQUITY 46,166
NON-CURRENT
LIABILITIES
Provisions
Deferred income tax liabilities
4,165
Non-current liabilities 45,585
CURRENT
LIABILITIES
Current liabilities 20,525
TOTAL
LIABILITIES 70,275
TOTAL EQUITY AND LIABILITIES
116,441
KEY FIGURES
1-6/05 1-6/04 1-12/04
Gross investment on
non-current
assets, EUR 1000 17,361 7,840 14,993
Avarage
number of employees during the period 575 523
538
Equity ratio, % 43.1
%
Interest-bearing net debt, EUR 1000 52,041
Earnings per
share, basic 0.30 0.23 0.64
Number of
shares, basic 14,319,807 14,314,507
14,314,507
Earnings per share, diluted 0.30
0.23 0.63
Number of shares, diluted 14,623,003
14,532,548 14,732,730
Cramo in brief
Cramo rents machinery,
equipment and modular space to manufacturers,
construction firms and the
public sector. The operations include the rental
of individual objects for
both short-term rental and multi-year agreements.
Cramo offers its customers
nationwide and fixed price project arrangements.
In addition to rental
activities, Cramos operations include trade with used
machinery and
equipment on its own account as well as on the account of its
customers.
Cramo has operations in Sweden, Norway, Denmark, Finland, Estonia,
Latvia,
Lithuania, the Netherlands and Poland, and a network of 183 rental depots.
Shareholders
Name
% of share capital
and votes
Pon Holdings B.V.
36.8%
Caterpillar SaRL 25.0%
ABN AMRO Bank N.V.
20.0%
Caterpillar Financial Services Netherlands B.V. 15.0%
Wihuri
Oy 3.2%
Financial overview (unaudited)
CRAMO, INCOME
STATEMENT, IFRS (EUR 1000)
1-6/05 1-6/04 Change % 1-12/04
SALES
115,999 102,362 13.3 % 221,343
Other operating income
3,016 3,365 8,336
Change in inventories in
finished goods and in work in progress 0 0
0
Production for own use 0 0
0
Materials and services -24,896 -23,503
-46,625
Personnel expenses -25,612 -22,500
-46,596
Depreciation -17,483 -15,724
-32,477
Other operating expenses -42,603
-37,163 -81,776
OPERATING PROFIT
8,421 6,837 23.2 % 22,205
% of sales
7.3 % 6.7 % 10.0 %
Finance costs (net)
-4,733 -5,402 -9,683
PROFIT BEFORE TAX
3,688 1,435 157.0 % 12,522
% of sales
3.2 % 1.4 % 5.7 %
Income taxes
-923 -490 -2,914
PROFIT FOR THE PERIOD
2,765 945 192.6 % 9,608
% of sales
2.4 % 0.9 % 4.3 %
BALANCE
SHEET, IFRS (EUR 1000) 30.6.2005
ASSETS
NON-CURRENT
ASSETS
Property, plant and equipment 204,854
Goodwill
84,141
Other intangible assets
0
Available-for-sale investments
0
Receivables 594
Deferred income
tax assets 12,464
TOTAL NON-CURRENT ASSETS
302,053
CURRENT ASSETS
Inventories
11,315
Trade an other receivables 72,439
Cash
and cash equivalents 5,226
TOTAL CURRENT ASSETS
88,980
TOTAL ASSETS
391,033
EQUITY AND LIABILITIES
EQUITY
Share capital
20
Share issue
0
Share premium fund 0
Retained
earnings 59,581
TOTAL EQUITY
59,601
NON-CURRENT LIABILITIES
Provisions
186
Deferred income tax liabilities
15,803
Non-current liabilities 229,316
CURRENT
LIABILITIES
Current liabilities 86,127
TOTAL
LIABILITIES 331,432
TOTAL EQUITY AND LIABILITIES
391,033
KEY FIGURES
1-6/05 1-6/04 1-12/04
Gross investment on
non-current assets, EUR 1000 25,856 32,917
63,842
Avarage number of employees
during the period
1,059 982 999
Equity ratio, %
15.4 %
Interest-bearing net debt, EUR 1000
248,500
Attachments:
Key terms of shareholders
agreement
Descriptions of Pon Holdings B.V. and Rakennusmestarien
Säätiö
Helsinki, 19 October 2005
Rakentajain Konevuokraamo
Oyj
Board of Directors
Additional information:
Vesa Koivula, CEO
of RK
tel. +358-9-89481 or +358-40-5105710
Göran Carlson, CEO of
Cramo
tel. +46-8-6235402 or +46-708-746556
Distribution:
Helsinki Stock
Exchange
Major media
Attachment to stock exchange release:
Main terms
of shareholders' agreement
Parties
Parties to this Agreement are Pon
Holdings B.V., ABN AMRO Bank N.V., Suomi
Mutual Life Assurance Company, and
Rakennusmestarien Säätiö.
Parties shareholding in Rakentajain Konevuokraamo
Oyj
Each party undertakes not to purchase any additional equity securities
in the Combined Company beyond a total level of 30 % of all the equity
securities in the Combined Company without prior written consent of the
other parties.
The above does not concern the branches and or mutual funds
of ABN AMRO N.V.
Use of voting rights
The old Cramo Holding B.V.
shareholders (Pon Holdings B.V., ABN AMRO Bank N.V.)
jointly and severally
undertake not to use their voting rights to the extent the
total number of
voting rights of the old Cramo Holding B.V. in the Combined
Company exceeds
20 %.
Term and termination
Termination
This Agreement remains in force
for a period of three years, and will
expire automatically thereafter or
earlier for a party in case the
following criteria are not met:
- in the
part of Pon Holdings B.V. as long as its individual
ownership of equity
securities will not permanently fall to a
level below 10% or at any one time
fall to a level below 7.5% of all
the equity securities in the Combined
Company,
- in the part of Suomi Mutual Life Assurance Company as long as
its individual ownership of equity securities will not permanently
fall to
a level below 10% or at any one time fall to a level below 3.75%
of all the
equity securities in the Combined Company,
- in the part of ABN AMRO Bank
N.V. as long as its individual ownership
of equity securities will not fall
permanently to a level below 5% or at
any one time fall to a level below 2.5%
of all the equity securities in the
Combined Company, and
- in the part of
Rakennusmestarien Säätiö as long as its individual
ownership of equity
securities will not fall permanently to a level below
5% or at any one time
fall to a level below 2.5% of all the equity securities
in the Combined
Company.
Breach of Agreement
If any party breaches the sections regarding
the voting rights,
the breaching party shall on first demand of a
non-breaching party
pay liquidated damages for an amount of fifteen million
Euro (EUR 15,000,000).
Rakennusmestarien Säätiö
The Foundation
was set up to advance, assist and support the
development of practical,
technical and artistic expertise of
Finnish building site managers. Founded
in 1952 the Foundation
works to fulfill its mission by advancing education,
professional
development and research in the areas of construction and
building,
and by supporting organizations and individuals working to further
develop the industry through grants, scholarships and awards.
Pon
Holdings B.V.
Pon Holdings B.V. is an international trading group based in
the Netherlands. The company focuses on automotive distribution
and
construction and power equipment, and employs 7,500 people,
out of which
2,700 reside outside the Netherlands.
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