Elcoteq - Company Announcement

Elcoteq Supplements the Prospectus Relating to the Exchange Offer

Elcoteq SE
Stock Exchange Release
May 5, 2010 at 13.10 pm (EET)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO AUSTRALIA, CANADA, HONG KONG, JAPAN, SOUTH AFRICA OR THE
UNITED STATES 

Elcoteq Supplements the Prospectus Relating to the Exchange Offer on the basis
of the Resolutions Taken by the Annual General Meeting and by the Constitutive
Board Meeting and with an Announcement Regarding Finalization of the Loan
Documentation on Committed EUR 100 Million Revolving Credit Facility 

Elcoteq SE (“Elcoteq” or "Company") supplements the prospectus relating to the
exchange offer dated 16 April 2010, as supplemented, consisting of the
registration document, securities note and summary (“Prospectus”). The
Luxembourg financial supervisory authority CSSF (Commission de Surveillance du
Secteur Financier) has today approved a supplementary document relating to the
Prospectus which amends the Prospectus. 

The Prospectus is supplemented with the following information:

By way of the annual general meeting held by Elcoteq on 28 April 2010 (“AGM”)
the number of members of the Board of Directors has been reduced to seven. The
Company's Board of Directors now consists of seven members, being Mr. Martti
Ahtisaari, Mr. Heikki Horstia, Mr. Eero Kasanen, Mr. François Pauly, Mr. Jorma
Vanhanen, Mr. Pauli Aalto-Setälä and Mr. Sàndor Csànyi. Mr. Pauli Aalto-Setälä
and Mr. Sàndor Csànyi have been elected to the Board of Directors as new
members. 

Pauli Aalto-Setälä has been an independent member of the Board of Directors
since 28 April 2010. He is a member of the compensation committee. Mr.
Aalto-Setälä has an extensive experience in several positions in the Finnish
media and he is the CEO of Aller Media Oy. Between 2005 and 2009 Mr.
Aalto-Setälä worked as the Managing Director of the Kotimaa Group. 
Mr. Aalto-Setälä also holds or held during the past five years other
directorships in the following companies: Chairman of the board of Plan Finland
and member of the board of Savonlinna Opera festivals, Suomi24 Oy and All Over
Press Sweden. 

Sàndor Csànyi, M.Sc. (Econ.), DBA, has been an independent member of the Board
of Directors since 28 April 2010. Dr. Csányi has an extensive work experience
in Hungarian banking sector. Since 1992 he has been the Chairman & CEO of the
National Savings and Commercial Bank Ltd (OTP Bank Plc). From 1989 to 1992 he
was the Deputy CEO for the Commercial and Credit Bank (K&H). 

Dr. Csányi also holds or held during the past five years other directorships in
the following companies: member of the European Board of MasterCard, member of
the board of directors of the Advisory Council of the Hungarian Financial
Supervisory Authority, member of the board of Administration of the World
Savings Banks Institute, member of the board of the International Association
of Business Leaders and member of the board of the Institut International
d'Etudes Bancaires. He also serves as Vice Chairman of the Hungarian oil and
gas company MOL plc. 

The AGM approved the annual accounts as at 31 December 2009 (consisting of the
income statement, balance sheet, consolidated income statement, consolidated
balance sheet and management report issued by the Board of Directors). 

At the AGM, it was agreed that no dividends are to be distributed in line with
the proposal of the Board of Directors. 

In its constitutive meeting on 3 May 2010 the Board of Directors elected as its
Chairman Jorma Vanhanen and Heikki Horstia as Vice Chairman. 

The Board of Directors appointed audit committee, compensation committee and
nomination committee.  No working committee was re-established. 

To the audit committee the Board of Directors elected Mr. Heikki Horstia as
Chairman and as members Mr. Martti Ahtisaari, Mr. Eero Kasanen and Mr. François
Pauly. 
To the compensation committee the Board of Directors elected Heikki Horstia as
Chairman and as members Mr. Martti Ahtisaari, Mr. Eero Kasanen, Mr. Pauli
Aalto-Setälä and Mr. François Pauly. 

To the nomination committee the Board of Directors elected Mr. Jorma Vanhanen
as Chairman and as members from outside the Board Mr. Antti Piippo, Mr. Henry
Sjöman and Mr. Juha Toivola. 

In March 2010, Elcoteq SE and the lenders of its EUR 100 million revolving
credit facility signed a term sheet on a new revolving credit facility in the
amount of EUR 100 million maturing on June 30, 2011. The parties have now
concluded the final loan documentation relating to the committed credit
facility. The new revolving credit facility is an important step in the overall
financial stabilization of the Company. The finalization of the loan
documentation is also one condition for the implementation of the ongoing
exchange offer to the debenture holders. 

An investor who has accepted the Exchange Offer prior to the publication of the
supplement has a right to withdraw acceptance within two banking days from the
publication of the supplement, consequently, the Exchange Offer period is
extended to 7 May 2010 at 16:00. 

The abovementioned supplement together with the Exchange Offer documentation
will be available on Elcoteq website at www.elcoteq.com as of 5 May 2010. 


ELCOTEQ SE

Satu Jaatinen
Communications Manager


About Elcoteq

Elcoteq SE is the global Life Cycle Service Partner for high-tech product and
service companies. 
Engineering, Manufacturing, Fulfillment and After Market Services are the
cornerstones of Elcoteq's extensive service offering. Elcoteq has a proven
track record in electronics manufacturing services (EMS) and a global factory
network coupled with modern manufacturing equipment and consistent systems and
processes. 
Products include Consumer Electronics devices such as mobile phones and their
accessories, set-top boxes, flat panel TVs as well as System Solutions products
such as infrastructure systems, modules and other industrial segment products. 
The Group's consolidated net sales for 2009 totaled 1.5 billion euros and it
employs approximately 10,000 persons. Elcoteq SE is listed on the Nasdaq OMX
Helsinki Ltd. For more information visit the Elcoteq website at
www.elcoteq.com. 

DISCLAIMER:

The information contained herein is not for release, publication or
distribution, directly or indirectly, in whole or in part, in or into
Australia, Canada, Hong Kong, Japan, South Africa, or the United States. The
information contained herein does not constitute an offer of securities for
sale in the United States, nor may the securities be offered or sold in the
United States absent registration or an exemption from registration as provided
in the United States Securities Act of 1933, as amended, and the rules and
regulations thereunder. There is no intention to register any portion of the
offering in the United States or to conduct a public offering of any 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 laws of any such jurisdiction. 

This communication does not constitute an offer of securities to the public in
the United Kingdom. No prospectus has been or will be approved in the United
Kingdom in respect of the securities. Consequently, this communication is
directed only at (i) persons who are outside the United Kingdom, (ii) to
investment professionals falling within Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005 (the "FP Order") and
(iii) high net worth entities falling within Article 49(2) of the FP Order, and
other persons to whom it may lawfully be communicated, (all such persons
together being referred to as "relevant persons"). Any investment activity to
which this communication relates will only be available to, and will only be
engaged with, relevant persons. Any person who is not a relevant person should
not act or rely on this document or any of its contents. 

Any offer of securities to the public that may be deemed to be made pursuant to
this communication in any EEA Member State that has implemented the Prospectus
Directive is only addressed to qualified investors in that Member State within
the meaning of the Prospectus Directive. 

This document is an advertisement for the purposes of applicable measures
implementing Directive 2003/71/EC (such Directive, together with any applicable
implementing measures in the relevant home Member State under such Directive,
the "Prospectus Directive"). A prospectus prepared pursuant to the Prospectus
Directive will be published in connection with any offering of securities, and
will be available at locations receiving acceptances for the Exchange Offer. 

This document includes forward-looking statements. These forward-looking
statements include all matters that are not historical facts, statements
regarding Elcoteq's intentions, beliefs or current expectations concerning,
among other things Elcoteq's results of operations, financial condition,
liquidity, prospects, growth, strategies and the industry in which Elcoteq
operates. By their nature, forward-looking statements involve risks and
uncertainties because they relate to events and depend on circumstances that
may or may not occur in the future, and speak only as of the date they are
made. Elcoteq cautions you that forward-looking statements are not guarantees
of future performance and that its actual results of operations, financial
condition and liquidity and the development of the industry in which Elcoteq
operates may differ materially from those made in or suggested by the
forward-looking statements contained in this presentation. In addition, even if
Elcoteq's results of operations, financial condition and liquidity and the
development of the industry in which Elcoteq operates are consistent with the
forward-looking statements contained in this document, those results or
developments may not be indicative of results or developments in future
periods. Elcoteq does not undertake any obligation to review or confirm
expectations or estimates or to release publicly any revisions to any
forward-looking statements to reflect events that occur or circumstances that
arise after the date of this document. 

Pohjola Corporate Finance is acting exclusively for Elcoteq and no one else in
connection with the Exchange Offer. It will not regard any other person
(whether or not a recipient of this document) as a client in relation to the
Exchange Offer and will not be responsible to anyone other than Elcoteq for
providing the protections afforded to its clients, nor for giving advice in
relation to the Exchange Offer or any transaction or arrangement referred to
herein. No representation or warranty, express or implied, is made by Pohjola
Corporate Finance as to the accuracy, completeness or verification of the
information set forth in this release, and nothing contained in this release
is, or shall be relied upon as, a promise or representation in this respect,
whether as to the past or the future. Pohjola Corporate Finance assumes no
responsibility for its accuracy, completeness or verification and, accordingly,
disclaims, to the fullest extent permitted by applicable law, any and all
liability which it may otherwise be found to have in respect of this release.

Attachments:

ser_supplement 05052010.pdf