STOCK EXCHANGE RELEASE 29 July 2014, 17:00
Decisions made at the Restamax Plc Extraordinary General Meeting
Restamax Plc's Extraordinary General Meeting was held today, 29 July 2014, in
Tampere. The General Meeting confirmed and approved the Board of Directors'
proposals regarding the change of the company's Articles of Association and the
purchase of a major part of Staff Invest Group's labour hire service operations
and certain of its subsidiaries that provide labour hire services.
Attorney-at-Law Heli Piksilä-Rantanen acted as the chair for the General Meeting
and LL.M. Hannu Selin as the secretary.
DECISIONS MADE AT THE GENERAL MEETING
Change in the company's Articles of Association
The General Meeting approved the change of the company's Articles of Association
by adding labour hire services to Article 2 - Line of business in the following
Article 2 - Line of business
The company is engaged in restaurant operations as well as in planning and
consultancy activities related to the restaurant industry. The company also
engages is labour recruitment, hire, outsourcing and mediation services. The
company may own and control shares in companies engaged in the above-mentioned
lines of business and provide management and other administrative services to
them. The company may grant loans, guarantees and securities to the companies it
owns wholly or partly and see to the supervision of these companies. The company
may own shares and real estate and engage in securities trading and other
The General Meeting confirmed and approved the Board of Directors' proposal
regarding the purchase ('Corporate Acquisition') and transfer of ownership to
Restamax Plc or one of its subsidiaries of the labour hire services of Staff
Invest Group and certain of the group's subsidiaries engaging in labour hire
The General Meeting authorised the Board of Directors to begin implementation of
all required and acceptable measures related to the Corporate Acquisition,
including any modifications, deviations, corrections and changes the Board of
Directors consider necessary or desirable (provided that none of the said
modifications, deviations, corrections or changes essentially change the primary
content of the Corporate Acquisition).
The transfer of ownership of the object of acquisition is estimated to take
place on 1 August 2014, on which date approximately MEUR 7.0 of the Purchase
Price is to be paid in cash. The difference between the current assets and the
borrowed funds of the companies included in the acquisition will be paid to the
vendor by 31 December 2014. The remaining part of the purchase price, MEUR 0.7,
will be paid according to a separate payment plan by 31 August 2016.
Minutes of the General Meeting
The minutes of the General Meeting are available to the shareholders at the
Restamax Plc head office and on the company's website at
www.restamax.fi/sijoittajille/ylimaarainen-yhtiokokous-29-7-2014 by the latest
on 12 August 2014.
CEO Markku Virtanen, Restamax Plc, tel. +358 400 836 477
CFO Jarno Suominen, Restamax Plc, tel. +358 40 721 5655
NASDAQ OMX Helsinki
Restamax Plc is a Finnish restaurant business group established in 1996. The
company has continued to grow steadily throughout its history. The Group
companies comprise approximately 80 restaurants, cafés, pubs and nightclubs all
over Finland. Well-known restaurant concepts of the group include, among others,
Ristorante Bella Roma, Gringos Locos, Viihdemaailma Ilona, Daddy's Diner and
Stefan's Steakhouse. Wayne's Coffee is also a part of the company's portfolio.
Restamax plc employs approximately 900 people, proforma turnover in 2013 was
approximately MEUR 87.0 and EBITDA about MEUR 13.3. www.restamax.fi.