Disclosure under Chapter 9 Section 5 of the Securities Markets Act
Nurminen Logistics Plc Stock Exchange Release 28 July 2017 at 4.00 p.m. Finnish time
Nurminen Logistics Plc (Nasdaq Helsinki: NLG1V) (“Nurminen Logistics”, the “Company”) has 28 July 2017 received a notification in accordance with Chapter 9, Section 5 of the Securities Markets Act (“SMA”) from Ilmarinen Mutual Pension Insurance Company (“Ilmarinen”).
According to the notification, the total number of Nurminen Logistics shares and voting rights owned directly by Ilmarinen is under 20.0 per cent of Nurminen Logistics’ total number of shares and voting rights on 28 July 2017. In addition to the direct holding of Ilmarinen, as disclosed earlier on 18 July 2017, Ilmarinen subscribed the convertible hybrid bond (the “Convertible Hybrid Bond”), which can be converted into the shares in the Company in accordance with the terms and conditions of the Convertible Hybrid Bond. As the new shares issued in connection with the rights issue of the Company, have been registered with the Finnish Trade Register, the total number of shares and voting rights in the Company has increased, as disclosed by the Company on 28 July 2017. Due to increase of the total number of shares and voting rights in the Company, the portion of shares and voting rights, to which Ilmarinen is entitled through the Convertible Hybrid Bond has diluted to 9.39 per cent.
According to the notification, in accordance with the SMA and the guidelines issued by the Finnish Financial Supervisory Authority, the notified ownership percentages presented in the notification have been calculated against the current total number of shares and votes disclosed by Nurminen Logistics being 43,904,174 including the treasury shares held by Nurminen Logistics.
Total position of Ilmarinen subject to the notification:
| % of shares and voting rights (total of A) | % of shares and voting rights through financial instruments (total of B) | Total of both in % (A+B) | |
| Resulting situation on the date on which threshold was crossed or reached | < 20 | 9.39 | 29.38 |
| Position of previous notification (if applicable) | - | 28.08 | 28.08 |
Notified details of the resulting situation on the date on which the threshold was crossed or reached:
A: Shares and voting rights
| Class/type of sharesISIN code (if possible) | Number of shares and voting rights | % of shares and voting rights | ||
| Direct (SMA 9:5) |
Indirect (SMA 9:6 ja 9:7) |
Direct (SMA 9:5) |
Indirect (SMA 9:6 ja 9:7) |
|
| FI4000252358 | 8,780,000 | Under 20 | ||
| SUBTOTAL A | 8,780,000 | Under 20 | ||
B: Financial instruments according to the SMA 9:6a
| Type of financial instrument | Expiration date | Exercise/ Conversion period | Physical or cash settlement | Number of shares and voting rights | % of shares and voting rights |
| Convertible hybrid bond | No expiration date | 1 January 2018 – 17 June 2022 | Physical settlement | 4,120,879 | 9.39 |
| SUBTOTAL B | 4,120,879 | 9.39 |
The person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.
Nurminen Logistics Plc
Marko Tuunainen
President and CEO
tel. +358 10 545 7011
DISTRIBUTION:
Nasdaq Helsinki
Main Media
Finnish Financial Supervisory Authority
www.nurminenlogistics.com