Outotec supplements the offer document with a stock exchange release published by Larox
(Thomson Reuters ONE) - OUTOTEC OYJ STOCK EXCHANGE RELEASE, JANUARY 19, 2010 AT 2.30 PMOutotec supplements the offer document with a stock exchange release publishedby LaroxLarox Corporation ("Larox") has on January 18, 2010 published a stock exchangerelease regarding its write-off of deferred taxes attached as Annex 1 to thisrelease.Outotec has decided to supplement the combined tender offer document and listingparticulars (the "Offer Document") relating to its tender offer for Larox (the"Tender Offer") with this release and the stock exchange release published byLarox on 18 January 2010 attached hereto as Annex 1.As a consequence of supplementing the Offer Document a right to withdraw theacceptance of the Tender Offer becomes under the Finnish Securities Market Actavailable to the Larox shareholders and holders of the unused subscriptionrights relating to the 1994 bonus issue by Larox (the "Subscription Rights") whohave accepted the Tender Offer.The proper withdrawal of the shares and Subscription Rights validly tenderedrequires that a written notice of withdrawal is submitted to the same accountoperator to whom the acceptance form with respect to such Larox shares orSubscription Rights was submitted, in such manner, that it is received byJanuary 21, 2010. In case the acceptance form was submitted to Nordea BankFinland plc, the notice of withdrawal must be submitted to Nordea Bank Finlandplc. In case of holdings that are registered in the name of a nominee, theshareholder shall instruct the nominee to submit the notice of withdrawal. Thedelivery of the notice of withdrawal will be deemed made only once actuallyreceived by the relevant account operator or Nordea Bank Finland plc.If a shareholder who has accepted the Tender Offer against share considerationwithdraws its acceptance in accordance with the procedure described above, thetemporary type of book-entry of Larox entered on the shareholder's book-entryaccount will be converted back into corresponding Larox shares in the book-entrysystem and the shares will be entered on the shareholder's book-entry account assoon as possible and within approximately three (3) Finnish banking daysfollowing the receipt of a proper notice of withdrawal.If a shareholder or a Subscription Right holder who has accepted the TenderOffer against cash consideration or the Subscription Right offer price withdrawsits acceptance in accordance with the procedure described above, the transferrestriction registered on the tendered shares or Subscription Rights on therelevant book-entry account will be removed as soon as possible and withinapproximately three (3) Finnish banking days following the receipt of a propernotice of withdrawal.A shareholder or Subscription Right holder may at any time prior to the expiryof the offer period under the Tender Offer re-tender withdrawn shares andSubscription Rights by following the acceptance procedures described in theterms and conditions of the Tender Offer. The offer period under the TenderOffer expires on January 22, 2010 unless the offer period is extended.The account operator managing the relevant book-entry account or a nominee maycharge a fee for withdrawals in accordance with its price lists.The Offer Document, together with this supplement thereto, will be available atthe website of Outotec at www.outotec.com and at thewebsite of Nordea Bank Finland Plc at www.nordea.fi/sijoita. In addition, the printed Offer Document,together with this supplement thereto, will be available at the offices ofNordea Bank Finland Plc, the Nordea Private Banking units as well as at theservice point of NASDAQ OMX Helsinki Ltd. at Fabianinkatu 14, FI-00100 Helsinki,Finland.Outotec OyjBoard of DirectorsFor further information, please contact:OUTOTEC OYJPertti Korhonen, CEO, tel. +358 20 529 211Vesa-Pekka Takala, CFO, tel. +358 20 529 211, +358 40 570 0074Rita Uotila, VP - Investor Relations, tel. +358 20 529 2003, +358 0400 954 141Eila Paatela, VP - Corporate Communications, tel. +358 20 529 2004, +358400 817 198e-mails: firstname.lastname(at)outotec.com DISTRIBUTIONNASDAQ OMX HelsinkiMain mediawww.outotec.com THE TENDER OFFER IS NOT BEING MADE DIRECTLY OR INDIRECTLY IN ANY JURISDICTIONWHERE PROHIBITED BY APPLICABLE LAW AND THIS STOCK EXCHANGE RELEASE IS NOT ANDMAY NOT BE DISTRIBUTED, FORWARDED OR TRANSMITTED INTO OR FROM ANY JURISDICTIONWHERE PROHIBITED BY APPLICABLE LAW BY ANY MEANS WHATSOEVER INCLUDING, WITHOUTLIMITATION, MAIL, FACSIMILE TRANSMISSION, E-MAIL OR TELEPHONE.Information regarding the companiesOutotec is a leading international developer and provider of technologies forthe mining and metallurgical industries. It offers innovative andenvironmentally sound plants, processes, equipment and services to its customersworldwide. Outotec's sales in 2008 amounted to approximately EUR 1.2 billion andthe company has approximately 2,500 employees in 21 countries. Outotec'sheadquarters are located in Espoo, Finland. Outotec is listed on NASDAQ OMXHelsinki and its market capitalization on January 18, 2010, was approximatelyEUR 1,170 million. Additional information at www.outotec.com.Larox develops and delivers industrial filters for separating solids fromliquids. Larox's filtration solutions are mainly used worldwide in the miningand metallurgical industries as well as in chemical processing. Larox operatesin over 40 countries. The company is headquartered in Lappeenranta, Finland andit has production facilities in Finland and China. Sales in 2008 totalled EUR208.0 million, and the number of employees was approximately 560. Larox islisted on NASDAQ OMX Helsinki and on January 18, 2010, the market capitalizationof its series B shares subject to public trading was approximately EUR 77million. Additional information at www.larox.com .ANNEX 1Larox Corporation Company announcement 18.1.2010 at 10.30 amWrite-off of deferred taxes further deepens Larox's negative result for the year2009Larox Corporation announced in a company announcement published in September25, 2009 the Group result 2009 to be clearly negative because of the 4.6 millioneuros non-recurring costs related to the adjustment measures.The loss, which is bigger than expected, is due to reasons beyond Larox'sbusiness operations. Following the share transaction realized at the end ofDecember 2009 Outotec Oyj has received control of Larox and Larox has becomesubsidiary of Outotec Oyj.With the change of the ownership Larox looses the confirmed losses in thetaxation of certain subsidiaries, and the related deferred taxes ofapproximately 4 million euros will be written off in the Group financialstatements 2009. Based on preliminary calculations and the write-off of deferredtaxes Larox estimates that the loss will be clearly bigger than expected.Larox will publish the result 2009 on February 9, 2010.Larox CorporationFurther information:Jori HalkolaCFO & Vice President, Corporate ServicePhone +358 207 687 228Fax +358 207 687 327jori.halkola(at)larox.com www.larox.com Distribution NASDAQ OMX Helsinki Ltd., Central MediaLarox develops, designs and manufactures industrial filters and is a leadingtechnology company in its field. Larox is a full service solution providerin filtration for separating solids from liquids. It suppliescomprehensive aftermarket services throughout the lifespan of the Laroxsolution. Companies world-wide in mining and metallurgy, chemical processing andrelated industries benefit from the Larox technologies. Larox operates in over40 countries and has about 600 employees. Larox has production facilities inFinland and in China, and the Group is headquartered in Lappeenranta, Finland.Net sales in 2008 totaled 208.0 million euros, of which more than 93% weregenerated by exports and the company's foreign operations.[HUG#1374818]
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Datum: 19.01.2010 - 07:31 Uhr
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