Leipurin Oyj - Prospectus/Announcement of Prospectus

Leipurin Plc publishes a prospectus related to the share issue, share sale and issue of scrip dividend, the offering commences on 24 november 2014

LEIPURIN PLC STOCK EXCHANGE RELEASE 20 November 2014 at 15:45

Not for publication or distribution, directly or indirectly, in or into the
United States, Canada, Australia, New Zealand, Hong Kong, South Africa,
Singapore or Japan or any other jurisdiction in which the distribution or
release would be unlawful.

LEIPURIN PLC PUBLISHES A PROSPECTUS RELATED TO THE SHARE ISSUE, SHARE SALE AND
ISSUE OF SCRIP DIVIDEND, THE OFFERING COMMENCES ON 24 NOVEMBER 2014

The Board of Directors of Leipurin Plc ("Leipurin" or the "Company"), and the
Board of Directors of its sole shareholder Aspo Plc ("Aspo"), have decided on
19 November 2014 to arrange a share issue (the "Share Issue") and a share sale
(the "Share Sale"), together (the "Offering") and apply for listing of the
shares in Leipurin on the Official List of NASDAQ OMX Helsinki Ltd ("Helsinki
Stock Exchange").

The Finnish Financial Supervisory Authority has today approved a prospectus
related to the Offering and the planned distribution of dividends as shares in
Leipurin. The prospectus is available electronically in Finnish on the Company's
webpage at www.leipurin.com/listautumisanti and at www.op.fi/merkinta as from
21 November 2014, and as a printed version during normal business hours at the
Company's headquarters located at Tahkotie 1 E 2, FI-01530 Vantaa, Finland, at
Aspo's headquarters located at Lintulahdenkuja 10, FI-00500 Helsinki, Finland,
at the Lead Manager Pohjola Bank Plc located at Vääksyntie 4, FI-00510 Helsinki,
Finland, as well as at the Helsinki Stock Exchange office located at
Fabianinkatu 14, FI-00130 Helsinki, Finland as from 24 November 2014.

Summary of the Terms and Conditions of the Offering

The preliminary subscription price of the Offering is between EUR 2.10 and EUR
2.60 per share.

The subscription period for the Institutional Offering starts on 24 November
2014 at 9.30 a.m. (Finnish time) and is expected to end on 5 December 2014 at
4.30 p.m. (Finnish time). The subscription period for the Public Offering starts
on 24 November 2014 at 9.30 a.m. (Finnish time) and is expected to end on 5
December 2014 at 4.30 p.m. (Finnish time). The subscription period for the
internet service of the Public Offering ends no later than 4 December 2014 at 6
p.m. (Finnish time). The Boards of Directors of Aspo and the Company have, in
the event of an oversubscription, the right to discontinue the Institutional
Offering and the Public Offering at the earliest on 1 December 2014 at 4.30 p.m.
(Finnish time). The Institutional Offering and the Public Offering can be
discontinued independently of each other.

The shares in the Offering are offered for subscription to Finnish and
international institutional investors (the "Institutional Offering") and private
individuals and organisations in Finland (the "Public Offering"). The Offering
will preliminarily consist of a maximum of 13,441,000 shares, representing
approximately 43.9 percent of the total amount of the Company's shares and of
the voting rights produced by the shares after the Offering, provided that the
Offer Shares offered in the Offering are subscribed in full. In connection with
the Offering, Leipurin aims to offer 2,128,000 new shares for subscription (the"Issue Shares"), and Aspo offers for purchase a maximum of 11,313,000 shares
(the "Sale Shares"), the Issue Shares and Sale Shares collectively referred to
as the "Offer Shares". Furthermore, Aspo has undertaken to sell a maximum of
672,050 shares in the Company to Pohjola Bank Plc (the "Lead Manager") solely to
cover over-allotments (the "Over-Allotment Option"). The shares in the Over-
Allotment Option represent a maximum of approximately 2.4 percent of the total
amount of the Company's shares and of the voting rights produced by the shares
before the Offering, and a maximum of approximately 2.2 percent after the
Offering, provided that all Offer Shares are subscribed for and the Over-
Allotment Option is used in full.

The final subscription price applied to the Public Offering and the
Institutional Offering, the number of Offer Shares and their allocation between
the Public Offering and the Institutional Offering, as well as the approval of
subscription commitments and subscription orders, either partially or wholly,
will be decided by the Board of Directors of Aspo and the Company on or about 8
December 2014. Aspo and the Company will publish a stock exchange release on the
result of the Offering on or about 8 December 2014.

Trading in Leipurin's shares on the Prelist of Helsinki Stock Exchange is
expected to commence on or about 9 December 2014 and on the Official List on or
about 11 December 2014.

The proceeds received by the Company in connection with the Share Issue enable
investments in accordance with the Company's strategy, such as new market
entries, expansion of the test bakery network, strengthening expert resources
and possible acquisitions. The proceeds also enable strengthening the Company's
capital structure and financial position. For Aspo, the proceeds from the Share
Sale enable developing its current operations and investing in new operations,
if necessary. The issue of Scrip Dividend enables Aspo's shareholders to become
the Company's shareholders and in addition, the issue of Scrip Dividend
increases the liquidity of the Company's shares. Aspo intends to remain a long-
term shareholder of Leipurin.

The Issue of Scrip Dividend

On 19 November 2014, the Board of Directors of Aspo proposed to the
Extraordinary Shareholders' Meeting of Aspo to be held on 11 December 2014 that
the Board of Directors of Aspo shall be authorised to distribute dividend to its
shareholders a maximum amount of EUR 0.25 per share, either to be distributed in
shares in Leipurin, in cash or as a combination of them. By virtue of the
proposed authorisation, the Board of Directors of Aspo is planning to distribute
as dividend a maximum of 2,026,809 shares in Leipurin ("Share Dividends") and an
estimated cash amount of a maximum of EUR 1.75 million. Each fifteen (15) shares
in Aspo shall earn one (1) Share Dividend as dividend ("Scrip Dividend"). Such
Share Dividends are expected to be distributed to shareholders who are
registered in the shareholders' register of Aspo (or as holders of nominee
registered shares) on the record date, which shall be decided by the Board of
Directors, on or about 15 December 2014. The Share Dividends are estimated to be
entered into the shareholders' book-entry accounts on 22 December 2014. The
settlements based on fractions of shares in Aspo and the dividends to be paid in
cash are estimated to be paid on or about 30 December 2014.

Certain Other Information

Prior to the Offering, Aspo was the only shareholder in the Company. If both the
Offering and the issue of Scrip Dividend are carried out in full, Aspo's
proportion of the Company's shares and number of votes is estimated to diminish
to 49.5 percent, provided that the Over-Allotment Option is not used.

Leipurin has on 20 November 2014 submitted a listing application to Helsinki
Stock Exchange to list the shares of the Company on the Helsinki Stock Exchange
under the share trading code LEIPA.

Pohjola Bank Plc acts as the Lead Manager of the Offering. Attorneys at law
Borenius Ltd acts as the legal advisor of the Offering. Ernst & Young Oy acts as
the auditor of Aspo and Leipurin.

LEIPURIN PLC

Board of Directors


FURTHER INFORMATION:
Paul Taimitarha, CEO Leipurin Plc, +358 9 52170, +358 400 699 788,
paul.taimitarha(a)leipurin.com

Leipurin provides the baking industry, other food industry and the market of
eating out with a set of services which includes the product development,
prepared product concepts, semi-finished products and raw materials as well as
the machinery and production lines necessary for all industrial baking. The
offering also consists of the planning related to baking investments as well as
of training, installation and maintenance services. A focal part of the
Company's concept are the Company's 11 test bakeries located in different
countries, which serve the product and recipe development and the training needs
of the customers.

DISTRIBUTION:
NASDAQ OMX Helsinki
Key media
www.leipurin.com

DISCLAIMER:
The information contained in this stock exchange release shall not constitute an
offer to sell or the solicitation of an offer to buy the securities referred to
herein. Any potential decision to invest in the securities mentioned herein,
either through subscription or purchase, shall be exclusively based on the
prospectus published in connection with such offer, and not on this stock
exchange release.

The information contained herein is not for publication or distribution,
directly or indirectly, in or into the United States, Canada, Australia, New
Zealand, South Africa, Hong Kong, Singapore or Japan or any other jurisdiction
in which according to applicable legislation the distribution or release would
be unlawful. This release 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
U.S. Securities Act of 1933, as amended, and the rules and regulations
thereunder. The company does not intend to register any portion of the possible
offering in the United States or to conduct a public offering of securities in
the United States.

ATTACHMENT:
Terms and conditions of the Offering

The information included in the attachment shall be read together with the
prospectus to be published in connection with the Offering to obtain a complete
image of the Company.


[HUG#1873061]

Attachments:

Terms and conditions of the Offering.pdf