STOCKHOLM, Sweden, Aug. 27, 2003 (PRIMEZONE) -- OM (Other OTC:OMGPF) today announced that 12,516,105 shares in HEX Plc ("HEX"), including shares in HEX to be issued as a result of exercise of HEX warrants, and 18,000 HEX warrants have been tendered in OM's public offer to the shareholders and warrant holders of HEX (the "Offer"). The HEX shares and warrants tendered in the Offer, together with the HEX shares already held by OM, correspond to approximately 99.4 percent of the aggregate number of shares and votes in HEX, fully diluted. The conditions for completion of the Offer are thereby satisfied and the Board of Directors of OM has decided to complete the Offer.
As a consequence of the above, the Board of Directors has, based on an authorisation given by the extraordinary general meeting of shareholders on August 18, 2003, resolved to issue a maximum of 31,290,262 new shares, leading to an increase of the share capital by a maximum of SEK 62,580,524. The right to subscribe for the new shares shall only be granted to holders of shares in HEX, whereby the new shares shall be paid by transfer of the subscribers' shares in HEX to OM in accordance with the terms and conditions of the Offer.
Shares in OM are expected to be registered in the accepting HEX shareholders' book-entry accounts on Wednesday September 3, 2003 and trading in the OM share is expected to commence on Helsinki Exchanges on Thursday September 4, 2003. Payment of the cash consideration to HEX warrant holders having accepted the Offer is intended to be made no later than Friday September 26, 2003, with respect to warrants of series A and B, and no later than Friday May 28, 2004, with respect to warrants of series C and D.
Further, the Board of Directors has resolved to extend the Offer to the shareholders in HEX, for the purpose of enabling those shareholders who have not yet tendered their shares to accept the Offer. The extended Offer Period expires at 4:00 pm Finnish time on September 25, 2003. Consideration, in the form of new OM shares, is expected to be delivered to the HEX shareholders accepting the Offer during the extended Offer Period on or about seven business days following the expiration of the Offer Period as extended. Shareholders in HEX wishing to accept the Offer during the extended Offer Period shall complete, sign and return an acceptance form to Sampo Bank or Mandatum Private Bank in accordance with the instructions in OM's prospectus dated July 3, 2003, for arrival prior to the expiration of the Offer Period as extended.
The Board of Directors of OM expects that the contribution in kind comprising of maximum 12,516,105 HEX shares will be entered into the balance sheet of OM at a maximum value of SEK 1,939,996,244, excluding transaction and integration costs.
OM expects to initiate a compulsory acquisition proceeding with respect to the remaining HEX shares in the latter part of September 2003.
OM is a world leading provider of transaction technology to the financial services and energy industries. Developing and marketing IT solutions that boost the efficiency of markets worldwide, OM has over 300 customers in 20 countries. OM also owns and operates exchanges and clearing organizations and has operations in 10 countries. OM is listed on Stockholmsborsen. For more information please visit www.om.com.
For further information or comments, please contact:
Jakob Hakanson, VP Investor Relations +46 70 569 52 42 Anna Eriksson, VP Corporate Communications +46 8 405 66 12 (mobile phone) +46 70 554 52 06
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