TMCnet News
REDEMPTION OF SHARES IN EVOX RIFA GROUP OYJ UNDER CHAPTER 18, SECTIO N 1 OF THE FINNISH COMPANIES ACT AND NEW MANAGING DIRECTOR(Hugin Via Thomson Dialog NewsEdge) Evox Rifa Group Oyj Stock Exchange Release 25 April 2007 Evox Rifa Group Oyj ("Evox Rifa") has been informed that the settlement of the completion trades relating to the public tender offer by KEMET Electronics Corporation ("KEMET"), a wholly owned subsidiary of KEMET Corporation, for all shares and convertible capital loan notes in Evox Rifa has been completed on 24 April 2007. Following the settlement of the completion trades, KEMET's holding in Evox Rifa amounts to 92.7 per cent of all the shares and votes in Evox Rifa. Evox Rifa has consequently become a subsidiary of KEMET Electronics Corporation. As KEMET holds more than nine tenths (9/10) of all the shares and votes in Evox Rifa, KEMET has the right, based on Chapter 18, Section 1 of the Companies Act, to redeem the shares held by other remaining shareholders in Evox Rifa ("Shares") at fair value. KEMET has on 24 April 2007 notified Evox Rifa of its decision to exercise its redemption right and presented its redemption claim for the remaining Shares in Evox Rifa pursuant to the Finnish Companies Act. The content of KEMET's redemption claim is substantially as follows: 1. Redemption Price of the Shares The redemption price for the Shares ("Redemption Price") is EUR 0.12 per Share which is the same price as the consideration paid by KEMET in the voluntary public tender offer. By virtue of the tender offer, KEMET has gained ownership to 92.7 per cent of all the shares and votes in Evox Rifa. Accordingly, the Redemption Price of EUR 0.12 per Share should be considered as the fair value of the Shares in accordance with the Companies Act. 2. Transfer Tax and Payments Possible transfer tax collected in Finland deriving from the redemption of the Shares as well as the payments and charges arising from the book-entry registrations carried out as a consequence of the redemption will be borne by KEMET. Background to KEMET's redemption notification and claim and the consideration offered in the tender offer can be found in the Tender Offer Document dated 9 March 2007, which is available at the offices of Nordea Bank. KEMET has informed Evox Rifa that to implement the redemption of the remaining Shares in Evox Rifa as referred to in the redemption notification and claim, KEMET will initiate arbitration proceedings as provided in the Companies Act. New Managing Director The Board of Directors of Evox Rifa has on 24 April 2007 decided, subject to Trade Register approval, to appoint Kirk D. Shockley as Managing Director of Evox Rifa after former Managing Director Tuula Ylhainen having notified the company of her decision to leave the company and move towards new challenges. Mr. Shockley will also be leading the new Electrolytic and Film Business Group within the KEMET group of companies. Evox Rifa Group Oyj Board of Directors Per-Olof Loof Chairman of the Board of Directors INFORMATION REGARDING EVOX RIFA Evox Rifa Group Oyj manufactures passive electronic components, specializing in plastic film, paper and electrolytic capacitors. Their major customer groups are in industrial, automotive and consumer electronics and the lighting industry. Evox Rifa's strength lies in the design and production of customized products that require specialist expertise. Evox Rifa, with headquarters in Finland, has a worldwide sales and distribution network. Its production plants are located in Indonesia, Great Britain, China, Sweden and Finland. Evox Rifa has two global business areas: Electrolytic Capacitors and Film and Paper Capacitors. Additional information can be found at http://www.evoxrifa.com. INFORMATION REGARDING KEMET KEMET Corporation provides industry-leading, high-performance electronic component solutions, including the world's most complete line of surface-mount capacitor technologies across tantalum, ceramic, and solid aluminum dielectrics, provided with the world's best quality, delivery and service. KEMET's common stock is listed on the New York Stock Exchange under the symbol KEM. Additional information can be found at http://www.kemet.com. FURTHER INFORMATION: Mr. Kirk Shockley, tel +1 864 901 1471 or +1 864 228 4291 DISTRIBUTION: Helsinki Stock Exchange Central media Copyright 2007 Hugin ASA |