Not for release, publication or distribution, directly or indirectly, in or into the United States, Australia, Canada, Hong Kong, South Africa or Japan or in any other jurisdiction in which publication or distribution would be prohibited by applicable law.
Lehto Group Plc
Stock Exchange Release
May 31, 2017 at 7:00 p.m. EEST
Lehto Group Plc: Significant shareholders announce their intention to offer shares in Lehto to institutional investors
Lehto Group Plc (the “Company” or “Lehto”) has been informed that shareholders (the “Shareholders), who have on 24 April 2017 announced that they are exploring options for reducing their ownership in Lehto, intend to sell up to 4,971,845 shares in the Company, (the “Shares”) corresponding to approximately 8.5 per cent of all the outstanding shares of the Company (the “Share Sale”).
The Shareholders’ ownership in the Company represents 69.7 per cent of the outstanding shares in the Company, and the Shares to be sold in the Share Sale represent approximately 12.2 per cent of the shares that the Shareholders own in total in the Company. The Company’s CEO Hannu Lehto has notified that he would sell up to 0.5 per cent of the Company’s shares owned by him through Lehto Invest Oy, i.e. up to 100,000 shares. The Shareholders will decide the final number of the Shares to be sold based on investor demand.
The Share Sale will be based on an accelerated book-building process, in which selected institutional investors may submit bids for the shares offered. The price of the Shares offered will be determined by the bids received in the accelerated book-building process. The book-building process will commence immediately and will end by 9.00 a.m. EEST on 1 June 2017 at the latest. Receiving the bids may however be discontinued at any time during the book-building process. The result of the Share Sale will be published on or about 1 June 2017.
OP Corporate Bank plc (“OP”) and Pareto Securities (“Pareto”) are acting as Joint Bookrunners in the Share Sale.
Veli-Pekka Paloranta, CFO
+358 400 944 074
Both OP and Pareto are acting exclusively for Shareholders and no one else and they will not regard any other person (whether or not a recipient of this release) as their respective clients in relation to the Share Sale. OP and Pareto will not be responsible to anyone other than Shareholders for providing the protections afforded to their respective clients and will not give advice in relation to the Share Sale or any transaction or arrangement referred to herein. OP and Pareto assume no responsibility for the accuracy, completeness or verification of the information set forth in this release and, accordingly, disclaim, to the fullest extent permitted by applicable law, any and all liability which they may otherwise be found to have in respect of this release. Nothing contained in this release is, or shall be relied upon as, a promise or representation as to the past or the future.
The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia, Hong Kong, South Africa or Japan. This release does not constitute an offer of securities for sale in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. There is no intention to register any portion of the Share Sale in the United States or to conduct a public offering of securities in the United States.
The issue, exercise or sale of securities in the Share Sale are subject to specific legal or regulatory restrictions in certain jurisdictions. Shareholders assume no responsibility in the event there is a violation by any person of such restrictions. The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of 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.
Shareholders have not authorised any offer to the public of securities in any Member State of the European Economic Area. The securities referred to in this release may only be offered in Relevant Member States (a) to any legal entity which is a qualified investor as defined in the Prospectus Directive; or (b) in any other circumstances falling within Article 3(2) of the Prospectus Directive. For the purposes of this paragraph, the expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto).
This communication is directed only at (i) persons who are outside the United Kingdom or (ii) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) and (iii) high net worth entities, and other persons to whom it may lawfully be communicated, falling within Article 49(2) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.