Decisions by Shareholders’ Meeting of merged Lemminkäinen Corporation
YIT CORPORATION Stock exchange release April 11, 2018 at 4:00 P.M.
Lemminkäinen Corporation was merged into YIT Corporation on February 1, 2018. The Shareholders’ Meeting of the merged Lemminkäinen Corporation was held in Helsinki today.
The Shareholders’ Meeting adopted the Financial Statements for the year 2017 and for the period January 1 – January 31, 2018 (Final Accounts). The Shareholders’ Meeting also discharged Lemminkäinen Corporation’s former members of the Board of Directors and the President and CEO from liability.
Helsinki, April 11, 2018
Board of Directors
For further information, please contact:
Johan Nybergh, General Counsel, YIT Oyj, tel. +358 40 562 5565
Distribution: Nasdaq Helsinki, major media, http://www.yitgroup.com/
YIT is the largest Finnish and significant North European construction company. We develop and build apartments, business premises and entire areas. We are also specialised in demanding infrastructure construction and paving. Together with our customers our 10,000 professionals are creating more functional, more attractive and more sustainable cities and environments. We work in 11 countries: Finland, Russia, Scandinavia, the Baltic States, the Czech Republic, Slovakia and Poland. The new YIT was born when over 100-year-old YIT Corporation and Lemminkäinen Corporation merged on February 1, 2018. Our pro forma revenue for 2017 was over EUR 3.8 billion. YIT Corporation's share is listed on Nasdaq Helsinki Oy. www.yitgroup.com
Notice to Shareholders in the United States
The YIT shares issued in connection with the merger have not been registered under the U.S. Securities Act of 1933, as amended (the "Securities Act") and are being issued in reliance on the exemption from registration set forth in Rule 802 under the Securities Act.
YIT is a Finnish company and the issuance of YIT shares will be subject to procedural and disclosure requirements in Finland that may be different from those of the United States. Any financial statements or other financial information included in this release may have been prepared in accordance with non-U.S. accounting standards that may not be comparable to the financial statements of U.S. companies or companies whose financial statements are prepared in accordance with generally accepted accounting principles in the United States.
It may be difficult for U.S. shareholders to enforce their rights and any claims they may have arising under U.S. federal securities laws in connection with the merger, since YIT is located in a non-U.S. jurisdiction, and some or all of its officers and directors may be residents of countries other than the United States. As a result, U.S. shareholders may not be able to sue YIT or its officers and directors in a court in Finland for violations of U.S. federal securities laws. Further, it may be difficult to compel YIT to subject itself to the jurisdiction or judgment of a U.S. court.
U.S. shareholders should be aware that YIT may have purchased Lemminkäinen’s shares otherwise than under the merger, such as in open market or privately negotiated purchases, at any time during the pendency of the merger.