Aspocomp Group Plc
ASPOCOMP ENTERS INTO AGREEMENTS WITH TTM TECHNOLOGIES, INC. AND DECIDES ON THE DIRECTED SHARE ISSUE
Espoo, Finland, 2011-06-08 12:25 CEST (GLOBE NEWSWIRE) —
Aspocomp Group Plc., Company Announcement, June 8, 2011 at 1:25 p.m.
On May 4, 2011 Aspocomp Group Plc (“Aspocomp”) announced that it had signed a Letter of Intent (“LOI”) with TTM Technologies Inc. (“TTM”) as well as conditional agreements with its bank lenders and the majority (69.2%) of the holders of its convertible bonds.
Pursuant to the LOI, Aspocomp has today entered into an agreement with a TTM’s subsidiary MTG (PCB) No. 2 (BVI) Limited (“MTG”) pursuant to which MTG has paid EUR 14.5 million as the total purchase price for 20% of the shares in Meadville Aspocomp (BVI) Holdings Ltd. (“MAH”) transferred by an Aspocomp’s subsidiary, Aspocomp Holding Pte Ltd, to MTG. Pursuant to the applicable accounting standard, the 20% shareholding in MAH had been recorded as a receivable in Aspocomp’s financial statements.
In addition, Aspocomp has today agreed on the purchase of 10% of the shares in Aspocomp’s operating subsidiary Aspocomp Oulu Oy (“Aspocomp Oulu”) from MTG. In consideration for the shares in Aspocomp Oulu, Aspocomp’s Board of Directors has today decided on the issuance to MTG of 12,274,355 new Aspocomp shares on the basis of the authorisation granted by the Annual General Meeting of shareholders of Aspocomp on April 23, 2008. The new Aspocomp shares were subscribed by MTG and the subscription price for the new Aspocomp shares was paid by contribution in kind of the shares in Aspocomp Oulu. After the acquisition, Aspocomp Oulu is a wholly-owned subsidiary of Aspocomp. The new Aspocomp shares will be registered with the Finnish Trade Register on or about June 9, 2011 and admitted to trading on NASDAQ OMX Helsinki Ltd. at the latest on June 15, 2011.
Aspocomp used the proceeds from the disposal of the 20% shareholding in MAH to repay its bank debts of EUR 12.9 million and the accrued interests were forfeited. Consequently, the debt restructuring agreement dated November 23, 2007 was terminated. In addition, Aspocomp will buy back 69.2% of its convertible bonds at 66.7% of their nominal value amounting to EUR 4.8 million on or about June 10, 2011. On May 24, 2011, Aspocomp announced a tender offer for the remaining 30.8 % of the convertible bonds. With the tender offer, Aspocomp offers to buy back such remaining convertible bonds with a nominal value of EUR 3,170,000 at the same terms as agreed in the conditional agreement made with 69.2% of the bond holders.
As a result of the above-described transactions, the nominal value of Aspocomp’s interest-bearing debt will decrease to between EUR 3.0 to 4.5 million (nominal value of the interest-bearing debt at the end of Q1/2011 was EUR 23.5 million). Aspocomp’s equity improvement will be between EUR 1.8 to 2.8 million and its equity ratio will improve between 27 to 34 percentage points (equity ratio at the end of Q1/2011 was 11.1%). The exact impact depends on the outcome of the above-mentioned tender offer.
For further information, please contact Sami Holopainen, CEO,
tel. +358 9 59 181.
ASPOCOMP GROUP PLC.
President and CEO
Aspocomp: Flexibility of product design
Aspocomp Group Plc provides services for the design and manufacture of high-tech PCBs. Aspocomp’s products are used in the electronics industry, for instance, in telecommunications networks, automobiles and many types of industrial applications.