SAMPO PLC STOCK EXCHANGE RELEASE
8 February 2007, at 11.30
CORRECTION TO: EXISTA'S HOLDING IN SAMPO PLC
A correction to the number of shares held by Exafin B.V.The correct holding of
Exafin B.V. after the notification is 55 340 400 shares.
Sampo plc (business code 0142213-3) has on 8 February 2007 received a disclosure
under Chapter 2, Section 9 of the Securities Markets Act, according to which
Exista hf. has entered into an agreement which when implemented results in the
total number of Sampo A shares and related voting rights held by Exista Group
(reg.nr. 610601-2350) to rise above 15 per cent of Sampo plc's entire stock and
voting rights.
Exista's holding after the disclosure
Share type No of shares % of share capital % voting rights
A-share 90 118 408 15,51% 15,51%
B-share - - -
Total 90 118 408 15,48% 15,35%
Holdings are split as follows.
Exafin B.V.'s holding after the notification
Share type No of shares % of share capital % voting rights
A-share
55 340 400 9,52% 9,52%
B-share
- - -
Total
55 340 400 9,50% 9,43%
Exista fjarfestingar ehf.'s holding after the notification
Share type
No of shares % of share capital % voting rights
A-share 34 746 608 5,98% 5,98%
B-share - - -
Total 34 746 608 5,97% 5,92%
Vatryggingafelag Islands hf.'s holding after the notification
Share type
No of shares % of share capital % voting rights
A-share 31 400 0,005% 0,005%
B-share
- - -
Total 31 400 0,005% 0,005%
Sampo's share capital comprises 582 300 785 shares, of which 581 100 785 are A
shares and 1,200,000 are B shares. Each A share entitles its holder to one (1)
vote and each B share to five (5) votes. Thus, the total number of votes is 587
100 785.
SAMPO PLC
Jarmo Salonen
Head of Investor Relations and Group Communications
ANNEX
DISTRIBUTION:
Helsinki Stock Exchange
Main news media
Financial Supervision
www.sampo.com
Finnish Financial Supervision Authority
Snellmaninkatu 6
P.O. Box 159
FI-00101 Helsinki
Finland
Fax: + 358 10 831 5230
Sampo Plc.
Unioninkatu 22, Helsinki
FI-00075 SAMPO
Finland
Fax: + 358 10 516 0016
ANNEX
In Helsinki, 8 February 2007
notification referred to in chapter 2, section 9, of the securities markets Act
on an agreement which, when implemented, results in a change in holdings
Today, the Icelandic Exista hf., as the buyer, and Basiliko Enterprises Limited
and Glennalla Properties Limited, both owned by Tchenquiz Family Trust, as the
sellers, have signed a share purchase agreement, which will result, if completed,
in Exista hf. acquiring 55,340,400 A shares in Sampo Plc. through the indirect
acquisition of all the shares in Exafin B.V. The agreement is subject to the
satisfaction of certain closing conditions. The parties aim to complete the
agreement as soon as practicable, however on or before 28 May 2007, at the
latest.
Furthermore, Exista fjárfestingar ehf. (registration number 640205-1990), a
wholly-owned Icelandic subsidiary of Exista hf., has signed today a forward
agreement and has undertaken earlier equity swap transactions, which entitle
Exista fjárfestingar ehf., if it so desires, to acquire 34,731,268 A shares in
Sampo Plc., or, alternatively and upon choice by Exista fjárfestingar ehf. with
regard to the equity swap transactions, to receive a cash payment representing
the increase in value of the shares. These shares represent at present 5.96 per
cent of Sampo Plc.'s total shares and 5.92 per cent of the total voting rights
carried by the shares in Sampo Plc. The maturity dates of the equity share swap
transactions and the forward agreement range from 9 February 2007 to 15 August
2007, but Exista fjárfestingar ehf. also has the right to consummate the equity
swap transactions in whole or in part pursuant to the agreements prior to these
dates.
In accordance with Chapter 2, section 9, of the Securities Markets Act, we hereby
notify the Finnish Financial Supervision Authority and Sampo Plc. that upon
completion of the share purchase agreement, the forward agreement and the equity
swap transactions in whole, the holdings of Exista hf. and its group companies
will exceed one-tenth (1/10) of the voting rights and share capital of Sampo Plc.
1. Name of the company in which holdings have been acquired
Sampo Plc. (Sampo Oyj)
2. Exact proportion of voting rights and share capital in Sampo Plc., by
type of shares
If Exista fjárfestingar ehf. decides to comsummate the equity swap
transactions in whole and if the forward agreement is exercised resulting in
the acquisition of shares in Sampo Plc., and if the share purchase transaction
described above is completed, the holdings of Exista hf.'s group companies in
Sampo Plc. will be as follows:
Share No. of % of % of
class shares share voting
capital rights
Exafin B.V.
A 55,340,400 9.50 % 9.43 %
shares
B - - -
shares
Total 55,340,400 9.50 % 9.43 %
Exista
fjárfestingar ehf.
A 34,746,608 5.97 % 5.92 %
shares
B - - -
shares
Total 34,746,608 5.97 % 5.92 %
Vátryggingafélag
Íslands hf.
A 31,400 0.005 % 0.005 %
shares
B - - -
shares
Total 31,400 0.005 % 0.005 %
If the share purchase transaction is completed, the forward agreement is
exercised and the equity swap transactions are consummated in whole, total
holdings of Exista hf.'s group in Sampo Plc. will consequently be as follows:
Share No. of % of % of
type shares share voting
capital rights
A-shares 90,118,408 15.48 % 15.35 %
B-shares - - -
Total 90,118,408 15.48 % 15.35 %
(The share capital of Sampo Plc. comprises a total of 582,300,785 shares
(581,100,785 A shares and 1,200,000 B shares), said shares entitling to a total
of 587,100,785 votes.)
3. Shareholder's full name and trade register number
Exafin B.V., address: Fred. Roeskestraat 123, 1076EE Amsterdam
File number in the trade register maintained by the Chamber of Commerce for
Amsterdam: 34229055.
Exafin B.V. will, upon completion of the transaction, become an indirect wholly-
owned subsidiary of Exista hf.
Exista hf. is a public limited company registered with the Register of
Enterprises of Iceland by the registration number 610601-2350. Exista hf.'s
address is Ármúla 3, 108 Reykjavik, Iceland.
The shares issued by Exista hf. have been admitted to public trading on the main
list of the OMX Nordic Exchange Iceland.
4. Material content of the share purchase agreement resulting in the
holding
Parties to the share purchase agreement: Exista hf., as the buyer, and Basiliko
Enterprises Limited and Glennalla Properties Limited, both owned by Tchenquiz
Family Trust, as the sellers.
The closing of the share purchase agreement is conditional, e.g., upon approval
of the Finnish Insurance Supervision Authority and other authorities relevant for
the arrangement.
The contemplated time of the closing of the share purchase agreement and transfer
of the holding to Exista hf. is as soon as practicable, however on or before 28
May 2007, at the latest.
___________________________
Pekka Jaatinen, Attorney-at-Law
For and on behalf of Exista hf.