Sponda Plc Stock Exchange Release 11 January 2007 at 2.15 pm
Not for release, publication or distribution, directly or indirectly, in or into
Australia, Canada, Japan or the United States.
Finnish Government Proposes State Participation in the Offering
According to a release issued today by the Finnish Ministry of Finance, the
Finnish government proposes in its supplementary budget proposal that in
conjunction with Sponda Plc's issue of new shares, the State of Finland subscribe
for the number of Sponda shares corresponding to the proportion of its current
shareholding in Sponda for a maximum subscription price of EUR 85 million. On 11
January 2007, the Finnish government approved its supplementary budget proposal
for the year 2007 to be presented to the Finnish parliament.
Accordingly, Sponda Plc supplements the offering circular, dated 9 January 2007,
related to the share offering of the company with the information set out in the
appendix to this release, which includes the above mentioned proposal of the
Finnish government and the Helsinki District Court's decision, published earlier
today, on the claim made by Sampo Bank Plc.
Helsinki, 11 January 2007
Sponda Plc
Further information:
Kari Inkinen, President and CEO, Sponda Plc, tel. +358 (0)9 6805 8202, +358
(0)400-402 653
Sponda Plc is a real estate company specializing in commercial properties in the
Helsinki metropolitan area. Sponda's business concept is to own, lease and
develop office, retail and logistics properties into environments that promote
the business success of its clients. The fair value of Sponda's investment
properties is approximately EUR 2.6 billion euros and the leasable area is around
2 million m². Sponda is the largest real estate investment company listed on the
Helsinki Stock Exchange.
The information contained herein is not for release, publication or distribution,
directly or indirectly, in or into Australia, Canada, Japan or the United States.
This release does not constitute an offer to sell subscription rights or shares
in Australia, Japan, Canada or the United States (save for exemption regarding
the private placement). The shares referred to in the release may only be offered
or sold in the United States pursuant to an exemption from registration
requirements as provided for in the U.S. Securities Act of 1933, or in a
transaction not subject to the U.S. Securities Act of 1933 or any applicable laws
of the states of the United States. There is no intention to register this
offering or any portion of it in the United States or to conduct a public
offering of the shares in the United States.
This release does not constitute a direct or indirect offer to sell or acquire
securities, nor shall there be any sale of the shares in any jurisdiction in
which such offer or sale would be unlawful prior to registration of the shares,
exemption from registration requirement or other qualification under the
securities laws of any such jurisdiction.
This release does not constitute an offer of securities to the public in the
United Kingdom. No offering circular has been or will be registered in the United
Kingdom in respect of the securities, and consequently, the offering is directed
only to persons who (i) are outside the United Kingdom or (ii) are persons
falling within Article 19(5) ("investment professionals") of the Financial
Services and Markets Act 2000 (Financial Promotion) Order 2005 (all such persons
together being referred to as "relevant persons"). This release or any of its
contents must not be acted on or relied on by persons who are not relevant
persons.
Merrill Lynch and Nordea are acting for Sponda and for no-one else in connection
with the offering and will not be responsible to anyone other than Sponda for
providing the protections afforded to the respective clients of Merrill Lynch or
Nordea nor for providing any advice in relation to the offering.
APPENDIX
SUPPLEMENT TO THE OFFERING CIRCULAR OF SPONDA PLC DATED JANUARY 9, 2007
January 11, 2007
Sponda Plc supplements the offering circular, dated January 9, 2007, related to
the share offering of the company with the information below.
Finnish Government Proposes State Participation in the Offering
According to a release issued today by the Finnish Ministry of Finance, the
Finnish government proposes in its supplementary budget proposal that, in
conjunction with Sponda Plc's issue of new shares, the State of Finland subscribe
for the number of Sponda shares corresponding to the proportion of its current
shareholding in Sponda for a maximum subscription price of EUR 85 million. On
January 11, 2007 the Finnish government approved its supplementary budget
proposal for the year 2007 to be presented to the Finnish parliament.
The sections in the offering circular titled "Summary - Shares and Shareholders"
and "Ownership Structure and Relationship with the State of Finland" are
supplemented with the above-mentioned information.
Helsinki District Court's decision on Sampo Bank's payment demand
The Helsinki District Court has obliged Sponda Plc to pay Sampo Bank Plc
interest, penalty interest and litigation costs totalling approximately EUR 7.6
million based on a credit agreement signed on July 2, 1999. Sponda has decided to
notify its intent to appeal the ruling. The ruling becomes enforceable unless an
appeal is lodged by February 9, 2007. The impact of the ruling on Sponda's result
for the year 2006 is approximately EUR 7.6 million.
The section in the offering circular titled "Business of Sponda - Certain
Information Regarding Sponda Post Completion of the Acquisition of Kapiteeli -
Legal Proceedings" is supplemented with the above-mentioned information.