Pursuant to Chapter 2, Section 10 of the Securities Markets Act, we
hereby announce that Evox Rifa Group Oyj has received the following
notification from Kemet Corporation:
NOTIFICATION REFERRED TO IN CHAPTER 2, SECTION 9 OF THE SECURITIES
MARKETS ACT ON A CHANGE IN HOLDINGS
KEMET Corporation, through its wholly owned direct subsidiary KEMET
Electronics Corporation (“KEMET”), has on 12 March 2007 launched a
public tender offer for all of the issued and outstanding shares in
Evox Rifa Group Oyj (“Evox Rifa”) and for all of the loan notes under
the convertible capital loan issued by Evox Rifa (the “Tender Offer”).
In connection with the Tender Offer, KEMET has received undertakings
by Evox Rifa shareholders representing in total approximately 51.7% of
the shares and voting rights in Evox Rifa, according to which such
shareholders unconditionally and irrevocably commit themselves to
tender their shares and convertible capital loan notes in the Tender
Offer (“Undertakings”). KEMET has on 19 February 2007 notified the
Financial Supervision Authority and Evox Rifa that, if the Tender
Offer is completed, the holding of KEMET in Evox Rifa will as a result
of the Undertakings exceed 50 % of the share capital and voting rights
of Evox Rifa.
KEMET has today, on 22 March 2007, received confirmation that as per
20 March 2007 holders representing in total approximately 14.0 % of
the share capital and voting rights of Evox Rifa have tendered their
shares pursuant to the Tender Offer, and that holders of a total of
4,003 convertible capital loan notes in Evox Rifa, being convertible
into a total of 3,002,250 new shares in Evox Rifa, have tendered their
loan notes pursuant to the Tender Offer.
In accordance with Chapter 2, Section 9 of the Securities Markets Act,
we hereby notify the Financial Supervision Authority and Evox Rifa
that, if the Tender Offer is completed, the holding of KEMET in Evox
Rifa will pursuant to the Undertakings and the acceptances of the
Tender Offer received as per 20 March 2007, exceed 66.7 % of the share
capital and voting rights of Evox Rifa as follows:
1. Name of the target company:
Evox Rifa Group Oyj, Business Identity Code 1625461-1.
2. Date of change in holdings:
20 March 2007
3. Exact proportion of voting rights and share capital in Evox
Rifa:
Upon the completion of the Tender Offer, KEMET's holding in Evox
Rifa would on the basis of the Undertakings and the acceptances
of the Tender Offer received as per 20 March 2007 be as follows:
Number of Proportion Proportion
shares of share of voting
capital rights
117,019,441 65.7 % 65.7 %
The registered share capital of Evox Rifa comprises a total of
178,156,018 shares entitling to 178,156,018 votes. Evox Rifa has
in addition issued a convertible capital loan (with a capital
amount of EUR 5,587,900 and divided into 55,879 loan notes)
being convertible into 41,909,250 new shares.
Should KEMET after the completion of the Tender Offer decide to
convert the loan notes tendered pursuant to the Tender Offer
into new shares in Evox Rifa, KEMET's holding in Evox Rifa would
on the basis of the Undertakings and the acceptances of the
Tender Offer received as per 20 March 2007 be as follows:
Number of Proportion Proportion
shares of share of voting
capital* rights*
150,021,691 68.2 % 68.2 %
4. Shareholder's full name, Federal Tax Identification Number:
KEMET Corporation, Federal Tax Identification Number 57-0923789,
acting through KEMET Electronics Corporation, Federal Tax
Identification Number 06-1198308.
* Assuming that all convertible capital loan notes would be converted
into shares and that the issued and outstanding shares in Evox Rifa
after the completion of the Tender Offer would amount to a total of
220,065,268 shares.
EVOX RIFA GROUP OYJ
Tuula Ylhäinen
President & CEO
Further information from: Tuula Ylhäinen, +358 9 55406 5001
Distribution: Helsinki Stock Exchange, principal media