GLASTON CORPORATION COMPLETED SHARE ISSUES OF EURO 21.4 MILLION IN TOTAL
Not for publication or distribution in or into Australia, Canada, Hong Kong, Japan, South Africa, the United States or any other jurisdiction in which the publication or distribution would be unlawful.
GLASTON CORPORATION STOCK EXCHANGE RELEASE 11 March 2013 at 11.15 am
GLASTON CORPORATION COMPLETED SHARE ISSUES OF EURO 21.4 MILLION IN TOTAL
The Board of Directors of Glaston Corporation (”Glaston” or “the Company”) decided on 28 February 2013 to execute a share issue directed for subscription by public (“Share Issue”) and a share issue directed for subscription by the holders of the convertible bond issued by Glaston in 2009 and debenture bond issued by Glaston in 2011 (“Conversion Issue”), in order to strengthen the balance sheet and financial position of the Company. In the Share Issue, a maximum of 50,000,000 new shares in the Company (“the Issued Shares”) were offered for subscription at the subscription price of 0.20 euro, and in the Conversion Issue, a maximum of 38,119,700 new shares in the Company (“the New Shares”) were offered for subscription at the subscription price of 0.30 euro. The share subscription periods of the Share Issue and the Conversion Issue ended on 7 March 2013. The Board of Directors of the Company has today decided on the approval of the subscriptions of the Share Issue and the Conversion Issue.
The Board of Directors of the Company approved the subscriptions of 50,000,000 Issued Shares made in the Share Issue, corresponding to euro 10.0 million in total. The subscribers will be informed of the approval of the subscriptions on 12 March 2013. The subscriptions must be paid in accordance with the instructions provided together with the notice of approval of the place of subscription, no later than 15 March 2013.
The Board of Directors of the Company approved the subscriptions of 38,119,700 New Shares made in the Conversion Issue. The remaining principals and accrued interest of the convertible bond 2009 and debenture bond 2011 were fully used for share subscription payments in the Conversion Issue.
The shares subscribed in the Share Issue and in the Conversion Issue represent an approximate total of 83.5% of the current shares and voting rights related to them before the Share Issue and the Conversion Share Issue, and an approximate total of 45.5% of the current shares, Issued Shares and New Shares and voting rights related to them following the Share Issue and the Conversion Share Issue.
The shares subscribed in the Share Issue and the Conversion Share Issue will be expected to be entered into the Trade Register on 27 March 2013. Trading of the Issued Shares and New Shares alongside the existing shares of the Company is expected to commence on 28 March 2013. As a result of the Share Issue and the Conversion Share Issue, the number of the Company’s shares will increase by 88,119,700 shares to 193,708,336 shares. The total subscriptions of the Share Issue and the Conversion Share Issue are approximately euro 21.4 million in total. The total net proceeds of the Share Issue will be approximately euro 9.7 million.
Helsinki 11 March 2013
GLASTON CORPORATION
The Board of Directors
For further information, please contact:
Arto Metsänen, CEO and President, Glaston Corporation, Tel. +358 10 500 500
Sasu Koivumäki, CFO, Glaston Corporation, Tel. +358 10 500 500
Glaston Corporation
Glaston is a global company developing glass processing technology for architectural, solar, appliance and automotive applications. Our portfolio ranges from pre-processing and safety glass machines to services. We are dedicated to our customers’ continued success and provide services for all glass processing needs with a lifecycle-long commitment in mind. For more information, please visit www.glaston.net. Glaston's share (GLA1V) is listed on the NASDAQ OMX Helsinki Small Cap List.
Distribution: NASDAQ OMX Helsinki Ltd, Key Media, www.glaston.net
DISCLAIMERS
The information contained in this communication is not for publication or distribution, directly or indirectly, wholly or in part, in or into Australia, Canada, Hong Kong, Japan, South Africa, the United States or any other jurisdiction in which it would be unlawful. The information contained in this communication shall 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 offering in the United States or to conduct a public offering of securities in the United States.
This communication shall not constitute a direct or indirect offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities 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.
The information contained herein shall not constitute an offer of securities to the public in the United Kingdom. No prospectus has been or will be registered in the United Kingdom in respect of the securities. The information contained herein 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 falling within Article 49(2) of the Order, and other persons to whom it may lawfully be communicated (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.
This communication is an advertisement for the purposes of applicable measures implementing Directive 2003/71/EC (such Directive, as amended, together with any applicable implementing measures in the relevant home Member State under such Directive, the "Prospectus Directive"). A prospectus prepared pursuant to the Prospectus Directive will be published in connection with any offering of securities, and will be available at locations receiving subscriptions for shares.
Any offer of securities that may be deemed to be made pursuant to this communication in any EEA Member State that has implemented the Prospectus Directive is only addressed to qualified investors in that Member State within the meaning of the Prospectus Directive.
Alexander Corporate Finance Oy is acting exclusively for Glaston Corporation and no one else in connection with the Share Issue. They will not regard any other person (whether or not a recipient of this communication) as their respective clients in relation to the Share Issue and will not be responsible to anyone other than Glaston Corporation for providing the protections afforded to their respective clients, nor for giving advice in relation to the Share Issue. No representation or warranty, express or implied, is made by Alexander Corporate Finance Oy as to the contents, accuracy, completeness or verification of the information set forth in this communication, and nothing contained in this communication is, or shall be relied upon as, a promise or representation in this respect, whether as to the past or the future. Alexander Corporate Finance Oy assumes no responsibility for the contents, accuracy, completeness or verification of the communication 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 communication.