Silmäasema Oyj: Coronaria Oy Announces the Final Amount of Acceptances as of November 21, 2019 in the Public Tender Offer for All Shares Issued by Silmäasema Oyj

Silmäasema Oyj: Coronaria Oy Announces the Final Amount of Acceptances as of November 21, 2019 in the Public Tender Offer for All Shares Issued by Silmäasema Oyj

Silmäasema Oyj

Stock Exchange Release

25 November at 3:30 p.m. EET



NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG, OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW. FOR FURTHER INFORMATION, SEE SECTION “IMPORTANT INFORMATION” BELOW.



Silmäasema Oyj has today received the following information regarding Coronaria’s subsequent offer period of the public tender offer for all shares in Silmäasema Oyj:

Coronaria Oy (“Coronaria” or the “Offeror”) has on September 5, 2019 commenced a mandatory public tender offer to purchase all of the issued and outstanding shares in Silmäasema Oyj (“Silmäasema”) that are not held by the Offeror, Silmäasema or any of its subsidiaries (the “Tender Offer”). The subsequent offer period under the Tender Offer (the “Subsequent Offer Period”) commenced on October 2, 2019 at 9:30 a.m. (Finnish time) and expired on November 21, 2019 at 4:00 p.m. (Finnish time).

Based on final information, the shares tendered during the Subsequent Offer Period as of November 21, 2019 represent approximately 5.52% of all the issued and outstanding shares and votes in Silmäasema. Together with the shares tendered during the initial offer period and otherwise acquired by the Offeror through market purchases the shares represent approximately 91.40% of all the issued and outstanding shares and votes in Silmäasema in aggregate.

It is the Offeror's intention to acquire all the shares in Silmäasema and to cause Silmäasema to apply for delisting of its shares from Nasdaq Helsinki Ltd. The Offeror intends to initiate compulsory redemption proceedings for the remaining Silmäasema shares under the Finnish Companies Act.

The offer consideration for the shares validly tendered during the Subsequent Offer Period up to November 21, 2019 will be paid to the shareholders on or about November 27, 2019 in accordance with the payment procedures described in the terms and conditions of the Tender Offer. The actual time of receipt of the payment by tendering shareholders will depend on the time required to process the onward payment by financial institutions.

The Offeror may continue to acquire Silmäasema shares in public trading on Nasdaq Helsinki Ltd or otherwise outside the Tender Offer.

Silmäasema’s operations will continue as normal and the transaction has no impact on our customers.



SILMÄASEMA OYJ



For further information, please contact:

CEO Jussi Salminen, tel. +358 40 834 5818

CFO Sari Nordblad, tel. +358 50 552 7247

Niina Streng, Head of Communications and Investor Relations, tel. +358 50 322 5195





Silmäasema is a Finnish company, which offers all products and services for optical retail and eye healthcare nationwide. Silmäasema is the largest private eye clinic provider offering eye surgeries and the second largest optical retail chain in Finland. The Silmäasema chain has nearly 150 stores and 13 eye clinics in Finland as well as eight stores in Estonia. The Silmäasema chain employs over 1,000 eye healthcare professionals. The Silmäasema Group’s net sales were EUR 122.9 million in 2018 and adjusted EBITDA was EUR 11.8 million.





IMPORTANT INFORMATION



THIS RELEASE MAY NOT BE RELEASED OR OTHERWISE DISTRIBUTED, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO, THE UNITED STATES, CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW.

THIS RELEASE IS NOT A TENDER OFFER DOCUMENT AND AS SUCH DOES NOT CONSTITUTE AN OFFER OR INVITATION TO MAKE A SALES OFFER. IN PARTICULAR, THIS RELEASE IS NOT AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES DESCRIBED HEREIN, AND IS NOT AN EXTENSION OF THE TENDER OFFER, IN OR INTO, THE UNITED STATES CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG. INVESTORS SHALL ACCEPT THE TENDER OFFER FOR THE SHARES ONLY ON THE BASIS OF THE INFORMATION PROVIDED IN A TENDER OFFER DOCUMENT. OFFERS WILL NOT BE MADE DIRECTLY OR INDIRECTLY IN ANY JURISDICTION WHERE EITHER AN OFFER OR PARTICIPATION THEREIN IS PROHIBITED BY APPLICABLE LAW OR WHERE ANY TENDER OFFER DOCUMENT OR REGISTRATION OR OTHER REQUIREMENTS WOULD APPLY IN ADDITION TO THOSE UNDERTAKEN IN FINLAND.