KONECRANES PLC STOCK EXCHANGE RELEASE 16 DECEMBER 2020 AT 14:15 EET
NOT FOR DISTRIBUTION IN OR INTO THE UNITED STATES, OR ANY OTHER JURISDICTION IN WHICH SUCH DISTRIBUTION WOULD BE PROHIBITED BY APPLICABLE LAW
KONECRANES PLC ANNOUNCES POSITIVE RESULTS OF THE NOTEHOLDERS’ MEETING IN RESPECT OF ITS NOTES DUE 2022
The meeting of the holders of Konecranes Plc’s (“Konecranes” or the “Issuer”) EUR 250,000,000 1.750 per cent notes due 2022 (ISIN FI4000266606) (the “Notes”) was held on 16 December 2020.
The holders of the Notes resolved to approve the Issuer’s proposals relating to granting consents and waivers (the “Consents and Waivers”) and took decisions to amend the terms and conditions of the Notes (the “Amendments”).
The Consent, Waivers and Amendments will become effective on the date (the “Effective Date”) when the proposed combination of Konecranes and Cargotec Corporation (“Cargotec”) (the “Merger”) is approved at the extraordinary general meetings of shareholders of Konecranes and Cargotec convened to be held on 18 December 2020. The occurrence of the Effective Date will be announced by a separate stock exchange release.
The payment of the instruction fees payable in connection with the consent solicitation process will occur no later than twenty (20) business days following the Effective Date.
In the event the Merger is not approved at the extraordinary general meetings of shareholders (including any adjourned meetings) and the Effective Date does not occur, any and all Consents, Waivers and Amendments shall lapse, and no instruction fees shall be payable.
Kiira Fröberg, Vice President, Investor Relations
Tomi Hintikka, Group Treasurer, tel. +358 20 427 2042, e-mail: [email protected]
In respect of the consent solicitation process, this announcement must be read in conjunction with the consent solicitation memorandum. If any noteholder is in any doubt as to the contents of this stock exchange release, the information contained in the consent solicitation memorandum or the action it should take, such noteholder should seek its own financial and legal advice, including in respect of any tax consequences, immediately from its broker, bank manager, solicitor, accountant or other independent financial, tax or legal adviser.
In a number of jurisdictions, in particular in Australia, Canada, South Africa, Singapore, Japan and the United States, the distribution of this announcement or the consent solicitation memorandum may be subject to restrictions imposed by law (such as registration of the relevant offering documents, admission, qualification and other regulations). Persons into whose possession this announcement or the consent solicitation memorandum comes are required to inform themselves about, and to observe, any such restrictions. In particular, none of the securities referenced in this announcement, including the Notes, nor the consent solicitation have been registered or will be registered under the United States Securities Act of 1933, as amended (the “Securities Act”) or the securities laws of any state of the United States and as any securities may not be offered or sold (and the consent solicitation is not being made) in the United States except pursuant to an exemption from registration under the Securities Act.
The consent solicitation is only being made outside the United States. Neither this announcement nor the consent solicitation memorandum is an offer to sell or the solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in the United States or any other jurisdiction in which such offering, solicitation or sale would be unlawful. This announcement or the consent solicitation memorandum must not be released or otherwise forwarded, distributed or sent, directly or indirectly, in whole or in part, in or into the United States or any jurisdiction where the distribution of these materials would breach any applicable law or regulation or would require any registration or licensing within such jurisdiction. Failure to comply with the foregoing limitation may result in a violation of the Securities Act or other applicable securities laws.
Konecranes is a world-leading group of Lifting Businesses™, serving a broad range of customers, including manufacturing and process industries, shipyards, ports and terminals. Konecranes provides productivity enhancing lifting solutions as well as services for lifting equipment of all makes. In 2019, Group sales totaled EUR 3.33 billion. Including MHE-Demag, the Group has around 17,000 employees in 50 countries. Konecranes shares are listed on the Nasdaq Helsinki (symbol: KCR).