Kemira Oyj will hold an Extraordinary General Meeting on 4 October 2004 in respect of Kemira GrowHow's possible listing on Helsinki Stock Exchange. The Board of Directors is proposing that Kemira Oyj distribute as an additional dividend to its shareholders 30,034,650 Kemira GrowHow Oyj shares (52,5% of the shares outstanding) such that for each four shares in Kemira Oyj the shareholder is entitled to one Kemira GrowHow Oyj share.
Distribution of the dividend is conditional upon the acceptance of Kemira GrowHow Oyj shares for admittance to public trading on the Main List of Helsinki Stock Exchange.
The counter book value of the Kemira GrowHow Oyj share is about 2.73 euros. The treasury shares owned by Kemira Oyj are not entitled to the dividend.
The asset transfer tax that is payable in connection with the dividend distribution will be paid by Kemira Oyj.
In order to pay any withholding tax arising from the dividend distribution, Kemira Oyj will sell, as part of the Sale of Shares or immediately after the Kemira GrowHow Oyj shares have been accepted for public trading on the Main List of Helsinki Stock Exchange and on behalf of its shareholders who are subject to withholding tax, such an amount of the Kemira GrowHow Oyj shares which they are to receive as covers the amount of withholding tax to be paid.
The record date for the Shareholder Register kept by Finnish Central Securities Depository Ltd is 7 October 2004. The date of the dividend payout is 13 October 2004.
Furthermore, Kemira Oyj is planning for the possible sale of Kemira GrowHow Oyj shares, in connection with the listing, to public investors in Finland and to institutional investors in Finland and abroad.
The Extraordinary General Meeting of Kemira Oyj will be held on Wednesday, 4 October 2004 at 13.00 hrs in Kemira House, Porkkalankatu 3, Helsinki.
The information contained herein is not for publication or distribution into the United States. The material set forth herein is for informational purposes only and is not intended, and should not be construed, as an offer of securities for sale into the United States. The securities described herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or the laws of any state, and may not be offered or sold within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. There is no intention to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities law of any such jurisdiction.
For further information, contact:
Kemira Oyj, Tel. +358 (0)10 8611
Kaj Friman, Group Treasurer
Tel. +358 (0)10 862 1704, GSM +358 (0)50 62 626