Glaston Corporation conducts a directed convertible bond offering based on the same authorization and with terms and conditions similar to the convertible bonds issued in June 2009
GLASTON CORPORATION Stock Exchange Release 18.2.2010 at 9.25
Glaston Corporation conducts a directed convertible bond offering based on the
same authorization and with terms and conditions similar to the convertible
bonds issued in June 2009
Glaston Corporation's (”Glaston” or the ”Company”) Board of Directors has in its
meeting on 18 February 2010 resolved, based on the authorization granted by the
Extraordinary General Meeting of Shareholders on 8 June 2009, to issue
convertible bonds with the maximum principal amount of EUR 6,250,000 (the
”Bonds”).Based on the same authorization the Company issued on 16 June 2009
convertible bonds amounting to a maximum of EUR 30 million that were subscribed
for the total amount of EUR 23,750,000. The terms and conditions of the Bonds to
be issued now are similar to the convertible bonds issued on 16 June 2009. The
Bonds are issued in deviation from the shareholders' pre-emptive subscription
rights to investors selected by the Board of Directors of the Company. The Bonds
are divided into negotiable promissory notes of the nominal value of EUR 50,000.
The issue price of the Bonds is 99 per cent and the principal amount of the
Bonds carries a fixed interest rate of 7 per cent per annum, which is payable
annually in arrears. The conversion price of the shares that the Bonds may be
converted into is EUR 1.30. The right to convert the Bonds into shares commences
on 6 April 2010. The maturity date of the Bonds is 19 June 2014 unless
previously redeemed, converted or purchased. The Company may after 30 June 2012
redeem the Bonds at their principal amount together with interest accrued to
such date provided that the closing price of Glaston's share has for a specified
period been at least 150 per cent of the prevailing conversion price as well as
at any time if less than 15 per cent of the aggregate principal amount of the
convertible bonds issued on 16 June 2009 and the Bonds remains outstanding. If
the conversion rights are fully exercised, the number of shares issued would,
after the conversion and calculated based on the original conversion price,
correspond to approximately 5.7 per cent of all the shares in Glaston taking
into account the number of shares issued by the date of this release. The
Company intends to apply for admission of the Bonds for public trading on the
Nasdaq OMX Helsinki on 31 March 2010 at the latest.
The Bonds are issued for purposes of strengthening the Company's financial
standing, optimizing the capital structure and permitting investments. Thus,
there is a weighty financial reason to deviate from the shareholders'
pre-emptive subscription rights.
The subscription period commences on 18 February 2010 at 9.30 a.m. (Finnish
time) and ends on 18 February 2010 at 3.00 p.m. (Finnish time). The Board of
Directors of Glaston may decide to discontinue or extend the subscription
period.
The arranger of the issue is Summa Corporate Finance.
In Helsinki, 18 February 2010
GLASTON CORPORATION
The Board of Directors
THESE MATERIALS ARE NOT AN OFFER FOR SALE OF THE BONDS IN THE UNITED STATES OR
IN ANY OTHER JURISDICTION. THE BONDS MAY NOT BE SOLD IN THE UNITED STATES
WITHOUT REGISTRATION OR AN EXEMPTION FROM REGISTRATION UNDER THE U.S. SECURITIES
ACT OF 1933, AS AMENDED. GLASTON OYJ ABP DOES NOT INTEND TO REGISTER ANY PORTION
OF SUCH OFFERING IN THE UNITED STATES OR TO CONDUCT A PUBLIC OFFERING OF
SECURITIES IN THE UNITED STATES.
For additional information, please call President&CEO Arto Metsänen, +358
10 500 6100
Sender:
Glaston Corporation
Agneta Selroos
IR and Communications Manager
Tel. +358 10 500 6105
Glaston Corporation
Glaston Corporation is an international glass technology company. Glaston is the
global market leader in glass processing machines, and a comprehensive
One-Stop-Partner supplier to its customers. Its product range and service
network are the widest in the industry. Glaston's well-known brands are
Bavelloni in pre-processing machines and tools, Tamglass and Uniglass in safety
glass machines, and Albat+Wirsam in glass industry software.
Glaston's share (GLA1V) is listed on the NASDAQ OMX Helsinki Mid Cap List.
www.glaston.net