LÄNNEN TEHTAAT PLC TO ACQUIRE A MAJORITY
LÄNNEN TEHTAAT PLC STOCK EXCHANGE RELEASE May 13, 2004, 9.00 am
LÄNNEN TEHTAAT PLC TO ACQUIRE A MAJORITY HOLDING IN KUOPION KALATUKKU OY Lännen Tehtaat plc is to acquire a majority holding in Kuopion Kalatukku Oy, owned by Antti Räsänen. This will strengthen Lännen Tehtaatss Food Division and increase the proportion of fish-based products in Lännen Tehtaats product range. The deal is subject to approval from the competition authorities. Kuopion Kalatukku Oy, established in 1992, processes fish and fish products and engages in the wholesale and retail fish trade, operating throughout the country. Kuopion Kalatukkus retail trade is conducted through its chain of Kalatori outlets. The company currently employs 250 people, and in 2003 its net turnover amounted to EUR 40.3 million. Following the acquisition, Tresko Fish Ltd, Lännen Tehtaats subsidiary manufacturing fish products, will be merged with Kuopion Kalatukku Oy. Tresko Fish Ltds net turnover in 2003 was EUR 5.7 million and it employed 24 people. With the acquisition, Lännen Tehtaat plc will own 51% of Kuopion Kalatukku Oy shares. The remaining 49% of the shares will be owned by the companys founder, present owner and managing director, Antti Räsänen. The deal will be arranged as a share exchange, and Antti Räsänen will subscribe 195,000 new Lännen Tehtaat plc shares in a targeted issue. These shares account for 3.09% of Lännen Tehtaats share capital and are worth approximately EUR 2.3 million. Kuopion Kalatukkus net interest-bearing liabilities are about EUR 3.8 million. For the 12-month period to the end of February 2004, Kuopion Kalatukku Oys net turnover was EUR 40.3 million, its operating profit EUR 1.6 million and its net profit for the period EUR 0.9 million. In the years 1999-2003, Kuopion Kalatukkus average growth in net turnover was more than 20%. Its net turnover growth in 2004 is expected to be lower than the recent average, however. Lännen Tehtaats subsidiary Tresko Fish Ltd is to be merged with Kuopion Kalatukku Oy and the new company will be named Apetit Kala Oy. Comprised of Lännen Tehtaats fish-products business and Kuopion Kalatukku Oy, Apetit Kala Oy will aim to be a leading national producer of branded, consumer-packaged fresh fish products. The company will be looking to expand in the retail trade and in the hotel, restaurant and catering sector. In the wholesale trade, the aim is to achieve a strong position in all the commercial chains. Apetit Kalas pro-forma net turnover for 2003 was EUR 46 million and its operating profit EUR 1.9 million. It will employ more than 270 people. It is expected that the positive effect of the acquisition on Lännen Tehtaats consolidated operating profit and earnings per share will already be felt in 2004. Under the agreement made, Lännen Tehtaat plc has the right, and also the obligation if so required by the seller, to purchase the remaining Apetit Kala Oy shares (49%) after August 2007. The pricing of this purchase option will be based on developments in Apetit Kala Oys business, but will be no less than EUR 1.5 million and no more than EUR 4.2 million. Kuopion Kalatukku Oys operations comprise fish processing, wholesaling of fresh fish and the Kalatori business. Kalatori manages Kuopion Kalatukkus retail business, which consists of 52 shop-in-shop Kalatori outlets. At the end of February 2004, 16 of the shop-in-shop outlets were operating as franchises. The Lännen Tehtaat Group consists of the Food Division, Agricultural Division and Machinium Division. Consolidated net turnover in 2003 was about EUR 492 million, operating profit EUR 11.7 million and net profit for the year EUR 6.7 million. The Group employed an average of 1,161 people. Net turnover for the Food Division was EUR 115 million and operating profit EUR 6.5 million, and the Division employed an average of 331 people. LÄNNEN TEHTAAT PLC Erkki Lepistö President & CEO More details: Erkki Lepistö, tel. +358 2 8397 4001. Distribution: Helsinki Exchanges Main media www.lannen.fi