UNDERWRITINGS RELATED TO THE PROPOSAL OF THE BOARD OF DIRECTORS OF CENCORP
CORPORATION CONCERNING ISSUES RELATED TO STRENGTHENING OF WORKING CAPITAL AND
SHAREHOLDERS EQUITY
Cencorp Corporation has received underwritings corresponding to the maximum
amount of the directed share issue from the members of the Board of Directors
and Group Management Team as specified hereunder in the article 1.1.
Underwritings are conditional to the decision of the extraordinary general
meeting to be held on September 27, 2007 (hereinafter “General Meeting”)
Furthermore, Cencorp Corporation has received underwritings, specified hereunder
in the article 1.2. from the certain holders of the convertible capital notes
2006 concerning using of the subscription right based on the convertible loan.
Underwritings are conditional to the decision of the General Meeting.
1.1 Underwritings related to the directed share issue to the members of the
Board of Directors and Group Management Team.
Cencorp Corporation has received underwritings, conditional to the decision of
the General Meeting from following members of the Board of Directors and Group
Management Team.
Chairman of the Board Jorma Kielenniva
Primary subscription: 30,000. 24 euros corresponding to 88,236 shares
Board Member Sauli Kiuru on behalf of company controlled by Mr Kiuru:
Tilitoimisto Capital Oy
Primary subscription : 136,000 euros corresponding to 400,000 shares
Secondary subscription: 1,106,419. 5 euros corresponding to 3,254,175 shares
President and CEO Jouni Suutarinen
Primary subscription: 15,000. 12 euros corresponding to 44,118 shares
Vice President, Legal Affairs Ville Parpola
Primary subscription: 2,040 euros corresponding to 6,000 shares
Vice President, Operations Juha Kantola
Primary subscription: 2,040 euros corresponding to 6,000 shares
Vice President, Test Solutions Hannu Seppälä
Primary subscription: 60,000. 14 euros corresponding to 176,471 shares
Vice President, Sales and Marketing Kimmo Akiander
Primary subscription: 8,500 euros corresponding to 25,000 shares
If General Meeting accepts proposal of the Board of Directors unchanged, the
above presented subscriptions come into force. This way the funds raised by the
Company as a result of this share issue corresponds to the maximum amount of the
issue that is 1,360,000 euros and share amount of the company increases by
4,000,000 shares. The subscription price of the shares is proposed to be
recorded entirely to the fund of invested non-restricted equity.
Board of Directors of Cencorp Corporation has given approval to Mr. Sauli Kiuru
to transfer his subscription right to Tilitoimisto Capital Oy, which is a
company under his control.
1.2. Underwritings related to the convertible capital notes 2006 of Cencorp
Corporation
Following holders of the convertible capital notes 2006 of Cencorp Corporation
have informed that they will use subscription right based on the convertible
loan without delay after the General Meeting if General Meeting accepts the
proposal of the Board of Directors: Keskinäinen työeläkevakuutusyhtiö Varma,
Etra Invest Oy, FT Capital Oy and Mr. Markku Jokela.
According to the underwritings, conditional to the decision of the General
Meeting following holders of the convertible loan subscribe shares by all of
their part of the loan as presented hereunder
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| Loan holder | Capital value of the convertible |
| | capital notes 2006 of Cencorp |
| | Corporation (EUR) |
--------------------------------------------------------------------------------
| Etra Invest Oy | 400,000.30 |
| (Business ID: 0672234-6) | |
--------------------------------------------------------------------------------
| FT Capital Oy | 499,999. 50 |
| (Business ID: 1649320-9) | |
--------------------------------------------------------------------------------
| Markku Jokela | 149,999.50 |
| (Personal Identity Code: | |
| 140657-0838) | |
--------------------------------------------------------------------------------
| Keskinäinen työeläkevakuutusyhtiö | 2,000,000.10 |
| Varma (Business ID: 0533297-9) | |
--------------------------------------------------------------------------------
The Board of Directors has proposed that the conversion rate of the loan is
amended so that the conversion rate is equal to the average trading price of the
shares of the Company during the 10 trading days prior to subscription of
shares. The minimum conversion rate is EUR 0.34 and the maximum conversion rate
is EUR 0.70. The subscription price of the shares is proposed to be recorded
entirely to the fund of invested non-restricted equity.
Based on the conditional underwritings of the convertible capital notes the
share amount of the company increases by minimum of 4,357,142 shares and
maximum of 8,970,586 shares.
at Lohja, 26 September 2007
Cencorp Corporation
BOARD OF DIRECTORS
For further information please contact:
Ville Parpola
Vice President, Legal Affairs
+358-40-772 64 84
Cencorp develops and supplies automation solutions to the electronics and
semiconductor industry that enhance productivity.
Distribution:
Helsinki Stock Exchanges
Main media
www.cencorp.com
Neither this press release nor any copy of it may be taken, transmitted
into or distributed in the United States of America or its territories or
possessions.
UNDERWRITINGS RELATED TO THE PROPOSAL OF THE BOARD OF DIRECTORS OF CENCORP CORPORATION
| Source: Valoe Oyj