SIGNIFICANT SHAREHOLDERS OF LEHTO GROUP PLC SUCCESSFULLY COMPLETED SHARE SALE OF LEHTO GROUP PLC'S SHARES
1 MARCH 2018
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's (the "Company") significant shareholders Asko Myllymäki, Winduo Oy, Tomi Koivukoski and Markus Myllymäki (the "Sellers") have sold 7 100 000 shares in the Company to international and Nordic institutional investors in an accelerated book-building process, corresponding to approximately 12.2 per cent of the outstanding shares and votes in the Company (the “Share Sale”).
The sale price in the Share Sale was EUR 12.00 per share and the gross sales proceeds of the Share Sale amounted to approximately EUR 85 200 000.00 million. Following the Share Sale, Markus Myllymäki, Winduo Oy and Tomi Koivukoski no longer own shares in the Company. Asko Myllymäki, who is the Chief Commercial Officer of the Company, owns 643 397 shares in the Company following the Share Sale, corresponding to approximately 1.10 per cent of all the shares and votes in the Company, and he has given an undertaking to the Global Coordinator not to sell his remaining shareholding in the Company during a 180-day period. The Sellers are not members of the Board of Directors or Executive Vice Presidents of the Company.
OP Corporate Bank plc ("OP") acted as a Global Coordinator and a Joint Bookrunner and Pareto Securities (“Pareto”) as a Joint Bookrunner for the Share Sale.
Further information: Asko Myllymäki, tel: +358 40 527 3294
OP and Pareto are acting exclusively for the Sellers 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 or Pareto will not be responsible to anyone other than the Sellers 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 or 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. The Sellers 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.
The Sellers have not authorized 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.