ELISA COMPLETES SAUNALAHTI TENDER OFFER, OWNERSHIP 97.4 PER CENT
ELISA CORPORATION STOCK EXCHANGE RELEASE NOVEMBER 11, 2005 AT 2pm
ELISA COMPLETES SAUNALAHTI TENDER OFFER, OWNERSHIP 97.4 PER CENT Elisa Corporation's Board of Directors has decided to complete public tender offer for all shares issued by Saunalahti Group and the associated share options according to the 2002 and 2003 share option programmes. The public tender offer began on August 23, 2005 and ended November 4, 2005. On the basis of the final result of the offer, the feasibility requirements of the tender offer have been fulfilled according to the offer's conditions. Shareholders, who represent in total approximately 97.4 per cent of the shares issued by Saunalahti and the aggregate votes of the shares, have, on the basis of final calculation, accepted the tender offer for 134 830 683 Saunalahti shares. New Elisa shares, in total 24 076 907 shares, corresponding to approximately 14.5 per cent of the number of shares after Elisa's tender offer. The holders of share options for the 2003 share option programme have accepted the tender offer for 342 782 Saunalahti share options in total. All share options for the 2002 share option programme have been used in subscription for Saunalahti shares. Elisa's Board of Directors will accept the increase in share capital, and the ownership of the shares will transfer to Elisa on November 14, 2005. The new shares will be traded in Helsinki Stock Exchange on approximately November 16, 2005. Due to the completion of the tender offer, Elisa's proportion of votes, as a result of Saunalahti shares, will exceed approximately two thirds (2/3) on November 14, 2005. Therefore, Elisa will, on the basis of the Securities Market Act, make a redemption offer for the remaining shares and share options. Furthermore, because Elisa's proportion of Saunalahti shares and aggregate votes, due to the realisation of the tender offer, will exceed approximately nine tenths (9/10) on November 14, 2005, Elisa will, on the basis of the Finnish Companies Act, begin redemption procedures on the remaining Saunalahti shares. Elisa will announce more information on these redemption procedures at a later date. Elisa's aim is to gain 100 per cent of shares and share options issued by Saunalahti. Once this has been achieved Saunalahti will apply for the removal of its shares and share options from the main list of the Helsinki Stock Exchange as soon as that is possible according to the Helsinki Stock Exchange rules. ELISA CORPORATION Vesa Sahivirta Director, IR and Financial Communication Further information: Pekka Ekstam M&A Director, tel. +358 50 520 5252 DISTRIBUTION: Helsinki Stock Exchange Major media