Cramo Oyj - Company Announcement

Cramo's Board of Directors has resolved on a conditional share issue directed to the shareholder of Theisen Baumaschinen AG

Vantaa, Finland, 2011-01-31 10:30 CET (GLOBE NEWSWIRE) -- Cramo Plc   Stock
Exchange Release 31 January 2011 at 11.30 am Finnish time (GMT+2) 

Cramo's Board of Directors has resolved on a conditional share issue directed
to the shareholder of Theisen Baumaschinen AG 

Cramo Plc ("Cramo") announced on 11 January 2011 that it had signed an
agreement to acquire the entire share capital of a German-based company Theisen
Baumaschinen AG ("Theisen") and that the number of Cramo's new shares to be
issued as part of the consideration will be determined based on the weighted
average stock exchange price of Cramo's shares for the period of 15 December
2010 to 17 January 2011. 

The Board of Directors of Cramo has today resolved on a conditional share issue
directed to the shareholder of Theisen, Arrex Beteiligungs-GmbH, pursuant to
the authorisation granted to it by the Annual General Meeting on 13 April 2010.
As part of the consideration 374,532 Cramo's new shares will be offered to
Arrex Beteiligungs-GmbH. The subscription price is EUR 18.69 per share and it
is paid in shares of Theisen. The new shares issued in the share issue entitle
to the same shareholder rights as the existing shares of Cramo after the shares
have been registered into the Trade Register. 

The resolution of the Board of Directors of Cramo on the share issue is
conditional and subject to the fulfillment of the conditions stated in the
agreement signed between Cramo and Arrex Beteiligungs-GmbH and signing of the
Closing Memorandum. Further the share issue resolution is conditional and
subject to the respective parties entering into a separate Lock-Up Agreement
concerning the shares. The completion of the acquisition and the conditional
directed share issue will be announced separately. 

The number of new shares issued in the share issue represents approximately 1.2
per cent of all the registered shares of Cramo at the time of the decision and
approximately 1.2 per cent of the voting rights of all the shares of Cramo. The
terms and conditions of the share issue are enclosed herewith. 

The share issue directed to the shareholder of Theisen will result in the
number of shares in Cramo increasing from the current 30,802,380 to 31,176,912.
The share capital will not be increased as the subscription price will be
recorded as a whole into the reserve of invested unrestricted equity. The new
shares will be notified for registration to the Trade Register without delay
after the shares have been subscribed and paid for. Cramo will seek to have the
shares listed and admitted to trading on the main list of NASDAQ OMX Helsinki
Ltd without delay after the new shares have been registered into the Trade
Register. The Financial Supervisory Authority has granted an exemption from the
obligation to prepare a prospectus regarding the share issue. The registration
and listing and admission to trading of the new shares will be announced
separately. 

The new shares issued in the share issue will be subject to a lock-up
arrangement. According to the lock-up arrangement 50 per cent of the shares
provided in the share issue may not be transferred during a period of one year
from the closing of the transaction and the remaining 50 per cent of the shares
may not be transferred during a period of two years from the closing of the
transaction. 

CRAMO PLC

Vesa Koivula
President and CEO


Further information
Vesa Koivula, President and CEO, Cramo Plc, tel: +358 40 510 5710
Martti Ala-Härkönen, CFO, Cramo Plc, tel: +358 40 737 6633


Distribution
NASDAQ OMX Helsinki Ltd.
Major media
www.cramo.com



Cramo is a service company specialising in construction machinery and equipment
rental and rental-related services, as well as the rental and sale of modular
space. As one of the industry's leading service providers in the Nordic
countries and Central and Eastern Europe, Cramo operates in eleven countries
with 288 depots. With a group staff of 2.000, Cramo's consolidated sales for
2009 was EUR 450 million and Cramo shares are listed on the NASDAQ OMX Helsinki
Ltd. For further information, please visit www.cramo.com.

Attachments:

TERMS AND CONDITIONS OF THE DIRECTED SHARE ISSUE.pdf