• news.cision.com/
  • RAMIRENT/
  • The combination of Ramirent Plc and Altima AB (publ) creates one of the largest rental machinery companies in Europe

The combination of Ramirent Plc and Altima AB (publ) creates one of the largest rental machinery companies in Europe

Report this content

N.B. This document is an in-house translation from a Swedish original. In the event that there are any differences between this document and the Swedish original the latter shall prevail. This stock exchange release must not be released or distributed in whole or in part in or into the United States, Canada, Australia, Japan, New Zealand and South Africa. This stock exchange release is neither an offer to purchase nor a solicitation for an offer to sell securities, and the tender offer will not be made directly or indirectly in any jurisdiction where prohibited by applicable law and the tender offer document and related acceptance forms will not and may not be distributed, forwarded or transmitted into or from any jurisdiction where prohibited by applicable law. In particular, subject to certain exceptions, the tender offer will not be made, directly or indirectly, in or into, or by use of the mails of, or by any means of instrumentality (including without limitations, mail, facsimile transmission, e-mail or telephone) of interstate or foreign commerce of, or any facilities of a national securities exchange of, the United States, Canada, Australia, Japan, New Zealand and South Africa and the tender offer cannot be accepted by any such use, means or instrumentality or from within the United States, Canada, Australia, Japan, New Zealand and South Africa The combination of Ramirent Plc and Altima AB (publ) creates one of the largest rental machinery companies in Europe Ramirent Plc ("Ramirent") and Altima AB (publ) ("Altima") will merge and create one of the largest companies renting machinery and equipment to the construction and industrial sectors in the Nordic and Eastern European markets. The combined company has annual pro forma sales of about EUR 313 million (SEK 2.8 billion) and employs more than 2 400 people. Ramirent, a Finnish company listed on the Main List of the Helsinki Exchanges, announces herewith an offer to acquire all of the shares in Altima. Altima is today a wholly-owned subsidiary of NCC AB ("NCC"). The Annual General Meeting of Shareholders of NCC decided on April 10, 2003 to distribute all Altima shares as dividend to the shareholders and to apply for listing of the company on the O list of the Stockholm Stock Exchange with a first day of trading on December 16, 2003 1) . · Ramirent offers 0.6054 newly issued Ramirent shares for each Altima share (the "Offer"). Based on the closing price of Ramirent of EUR 14.40 on the Helsinki Exchanges and an exchange rate EUR/SEK of 8.937 as of December 9, 2003 (the last trading day before announcement of the Offer) the implied value of the Offer is approximately SEK 77.91 (EUR 8.72) for each Altima share and approximately SEK 798 million and (EUR 89,3 million) for the total number of shares in Altima. · The combination creates one of the largest rental machinery companies in Europe with a market leading position in the Nordics and in several Eastern European countries. · The combination creates potential for annual synergies of at least SEK 90 million (EUR 10 million), fully effective as of 2005. Costs associated with realising these synergies are estimated at SEK 45 million (EUR 5 million). · The Board of Directors of Altima unanimously recommends that all future Altima shareholders accept the Offer, as stated in the separate pressrelease from Altima's Board of Directors as of December 10, 2003. · Nordstjernan AB ("Nordstjernan") and L E Lundbergföretagen AB (publ) ("Lundbergs") together holding approximately 48.9 per cent of the shares and votes in Altima after the distribution of the Altima shares as dividend by NCC, have committed to accept the Offer. · If the Offer is fully accepted, the future Altima shareholders will hold a total of 48.4 per cent of shares and votes in the combined company 2) . The principal future owner of Altima, Nordstjernan, will hold 17.1 per cent and will therefore become the largest owner of the combined company. · The Offer period is estimated to commence on or about December 22, 2003 and to expire on or about January 19, 2004. · Ramirent is currently investigating the possibilities for a secondary listing of the Ramirent shares on the O list of the Stockholm Stock Exchange. The objective is that such listing should take place during the spring of 2004. · Ramirent will through Evli Bank Plc offer the Altima shareholders, having accepted the Offer, a simplified sales procedure through which up to 605 Ramirent shares (equivalent to 1 000 Altima shares) per shareholder are sold on behalf of the shareholders. Press conference in Helsinki on December 10, 2003 Place: WTC Helsinki, Marski Hall, 3rd Floor Time: 9.45 (local time) Press conference in Stockholm on December 10, 2003 Place: Nordstjernan AB, Stureplan 3, 5th floor Time: 14.00 (local time) Helsinki, December 10, 2003 Ramirent Plc Board of Directors For additional information, please contact: Raimo Taivalkoski, Chairman of the Board of Directors, tel. +358 9 4174 2200 or +358 400 407 234 Erkki Norvio, President and CEO, tel. +358 9 4174 2824 or +358 400 410 977 1) According to the listing particulars dated November 21, 2003. 2) Calculated based on a number of shares, unadjusted for the dilution effect of the options. The equivalent figure based on the number of shares adjusted for the dilution effect of options is 45.7 percent of the shares and votes pertaining to such shares. ------------------------------------------------------------ This information was brought to you by Waymaker http://www.waymaker.net The following files are available for download: http://www.waymaker.net/bitonline/2003/12/10/20031210BIT00020/wkr0001.doc The full pressrelease http://www.waymaker.net/bitonline/2003/12/10/20031210BIT00020/wkr0002.pdf The full pressrelease