Kotkamills Group Oyj: ISSUE OF NEW SHARES TO EXISTING SHAREHOLDERS AND CERTAIN KEY EMPLOYEES AND NEW SHAREHOLDER LOANS
Kotkamills Group Oyj
STOCK EXCHANGE RELEASE
16 February 2017, at 3:30 pm (CET + 1)
The shareholders of Kotkamills Group Oyj have on 16 February 2017 unanimously resolved to offer by a directed issue a maximum of 1,875,417 new series A shares (the "New A Shares") of the company for subscription to the holders of series A shares pro rata to their holding of series A shares, a maximum of 63,125 series B shares held by the company (the "Treasury Shares") for subscription to certain key employees of the Kotkamills group and a maximum of 203,885 new series B shares (together with the New A Shares, the "New Shares") of the company for subscription to the holders of series B shares pro rata to their holding of series B shares, taking into account the Treasury Shares offered for subscription. The subscription period expires on 22 February 2017. The New Shares represent in aggregate approximately 18.02 per cent of the existing shares in the company. In addition, the board of directors was authorised to issue a maximum of 68,233 series B shares held by the company to key employees of the company or its subsidiaries as part of the company's management incentive system in deviation from the shareholders' pre-emptive subscription rights.
The subscription price for each New Share and each Treasury Share is EUR 1.00 and the aggregate subscription price for the New Shares and the Treasury Shares is EUR 2,142,427. Pursuant to the terms of the share issue of the New A Shares, the holders of series A shares are in connection with their participation in the share issue required to grant shareholder loans to the company up to the aggregate amount of EUR 17,920,698. The terms of such shareholder loans would in material respects be equivalent to the terms of the existing shareholder loans.
The purpose of the share issue and the utilisation of the shareholder loans is to ensure full utilization of the commercial ramp-up of the new board machine. As a result of the share issue and the utilisation of the new shareholder loans, Kotkamills Group Oyj would obtain financing in the aggregate amount of EUR 20,063,125 assuming subscription of the New Shares and the Treasury Shares in full.
If all New Shares are not subscribed based on the primary subscription rights, the board of directors is authorised to resolve on the secondary subscription right, the subscription period and the payment of subscription price of any shares not subscribed.
Kotkamills Group Oyj
Board of Directors
For additional information, please contact:
CFO Petri Hirvonen, tel.+358 40 571 0834, email@example.com
Nasdaq Helsinki Ltd
Kotkamills Group in brief
Kotkamills is a responsible partner that delivers renewable products and performance to its customers' processes via product innovations created from wood, a renewable raw material. The key brands of the company include Absorbex® and Imprex®, both innovative laminating paper products for the laminate, plywood and construction industries. Moreover, Kotkamills offers ecological, technically sound and visually attractive wood products for demanding joinery and construction. In summer 2016, Kotkamills started up a new board machine producing AEGLE(TM) Folding Boxboard and ISLA(TM) Food Service Boards, including the capability to add barriers on-machine. All Consumer Boards material solutions are fully recyclable and repulpable.
Kotkamills has two production sites in Finland, located in Kotka and Imatra. The majority shareholder of Kotkamills is MB Funds, a Finnish private equity firm.
The information contained in this release shall not constitute an offer to sell or the solicitation of an offer to buy securities of Kotkamills Group Oyj in any jurisdiction.