Not for release, publication or distribution, in whole or in part, directly or indirectly, in or into Australia, China, Hong Kong, Japan, New Zeeland, Singapore, South Africa or the United States, or in any other jurisdiction in which the tender offer would be prohibited by applicable law.
Inission AB (“Inission” or the ”Offeror”) commenced on 8 September 2022 a mandatory public tender offer to purchase all of the issued and outstanding shares in Enedo Plc (“Enedo”) that are not held by the Offeror or Enedo (the “Tender Offer”). The acceptance period under the Tender Offer expired on 29 September 2022 at 4:00 p.m. (Finnish time).
According to the final results of the Tender Offer, the shares tendered in the Tender Offer represent approximately 15.42 % of all the shares and votes in Enedo. Of these, in total 295 Enedo shareholders (3 932 851 shares in Enedo) chose share consideration in the Tender Offer and in total 1 824 Enedo shareholders (6 630 428 shares in Enedo) chose cash consideration in the Tender Offer.
Together with the Enedo shares already held by Inission prior to the Tender Offer, the shares tendered in the Tender Offer represent in the aggregate approximately 95.85 % of all the shares and votes in Enedo.
The cash consideration will be paid to the shareholders who have validly accepted the Tender Offer in accordance with the terms and conditions of the Tender Offer on 5 October 2022. The actual time of receipt of the payment by tendering shareholders will depend on the time required to process the onward payments by financial institutions.
The share consideration will be paid to the shareholders who have validly accepted the Tender Offer in accordance with the terms and conditions of the Tender Offer on or about 20 October 2022. Pursuant to the terms and conditions of the Tender Offer, 0.086 new Inission Class B shares will be given for each Enedo share. To execute the share consideration, the Board of Directors of Inission has today resolved on a directed share issue to the Enedo shareholders whose shares have been validly tendered in accordance with the terms and conditions of the Tender Offer and who have chosen the share consideration. The total number of new Inission Class B Shares issued is 338 225. The subscription price shall be paid in contribution in kind by a total number of 3 932 851 Enedo shares valued at EUR 0.26 (SEK 2.83) per share.
As a result of the consummation of the Tender Offer, the ownership of the Offeror in Enedo shall exceed 90 % of all the shares and votes in Enedo and thus the Offeror will commence the redemption proceedings for the minority shares pursuant to Chapter 18 of the Finnish Companies Act. In such redemption proceedings, the Offeror will demand that the redemption price for the remaining shares in Enedo is to be set at EUR 0.26 per share which corresponds to the cash consideration paid by the Offeror in the Tender Offer in accordance with the terms and conditions of the Tender Offer.
The Offeror will apply for the shares in Enedo to be delisted from Nasdaq Helsinki Ltd (“Nasdaq Helsinki”) as soon as permitted and reasonably practicable under the applicable laws and regulations and the rules of Nasdaq Helsinki.
THE BOARD OF DIRECTORS
For further information please contact
Fredrik Berghel, CEO Inission
+46 732 02 22 10
Inission AB / Release 3 October 2022 at 17:30 CET
Inission is a profitable total supplier that offers demanding industrial customers in the Nordic region complete electronic and mechanical products of the highest quality. Inission’s services cover the entire product life cycle, from development and design to industrialization, volume production and aftermarket. By combining this with logistics services and a production based on high flexibility, customer adaptation and short lead times, our offer becomes very competitive. Inission has factories in Sweden, Finland, Norway and Estonia.
The revenue of Inission for the financial period ended on 31 December 2021, was approximately SEK 1 003 million (approximately EUR 94 million) and it employs approximately 520 people. Inission is listed on Nasdaq First North with Nordic Certified Adviser AB (firstname.lastname@example.org, +46 707 94 90 73) as a certified adviser.
The company’s reports are filed under: www.inission.com/investor-relations
Inission AB: reg.no./org.nr 556747-1890
Lantvärnsgatan 4, 652 21 Karlstad