Scanfil Oyj - Company Announcement

COMPLETION AND RESULTS OF SCANFIL’S SHARE OFFERING

SCANFIL PLC    STOCK EXCHANGE RELEASE  15 MARCH 2016,   8.30 A.M.

COMPLETION AND RESULTS OF SCANFIL’S SHARE OFFERING

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA, HONG KONG OR JAPAN. 

With reference to the share offering announced on 14 March 2016 (the
“Offering”), Scanfil plc ("Scanfil" or the "Company") is pleased to announce
that it will issue 5,715,000 new shares in the Company (the "Shares") to
institutional and other selected investors. The Offering was conducted as an
accelerated book-building process carried out by Nordea Bank Finland Plc
("Nordea"). 

The Board of Directors of Scanfil approved the terms and conditions of the
Offering on 14 March 2016. The terms and conditions of the Offering are
attached to this release. The Shares were offered to institutional investors
and other selected investors in deviation from the shareholders pre-emptive
subscription rights. The subscription price was set at EUR 3.00 per Share,
amounting to total proceeds of EUR 17.1 million before commissions and
expenses. The subscription price is 9.9 per cent lower than the volume-weighted
average price per share over the one month period preceding the announcement of
the Offering. The subscription price of the Shares will be recorded into the
invested unrestricted equity fund of the Company. 

The Company's Board of Directors approved on 14 March 2016 the subscriptions
for the Shares. The 5,715,000 Shares subscribed in the Offering correspond to
approximately 9.99 per cent of all the shares and voting rights in Scanfil
immediately prior to the Offering. Following the Offering, the number of issued
and outstanding shares of the Company will be 63,445,439. The Shares are
expected to be registered with the Finnish Trade Register on or about 15 March
2016. An application will be made for listing of the Shares on Nasdaq Helsinki
Ltd (“Nasdaq Helsinki”). Public trading in the Shares on Nasdaq Helsinki is
expected to commence on or about 16 March 2016. The Shares are expected to be
entered into the book-entry accounts of investors on or about 16 March 2016. 

In connection with the Offering, the Company has entered into a lock-up
undertaking under which it has, subject to certain exceptions, agreed not to
issue and/or sell any shares in Scanfil for a period ending 180 days after the
closing of the Offering. 



Helsinki, 15 March 2016

SCANFIL PLC
Board of Directors

Additional information:
CEO Petteri Jokitalo
Tel. +358 8 4882 111



DISTRIBUTION                          NASDAQ OMX, Helsinki
                                                Major Media
                                                www.scanfil.com



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. 

The information contained herein is not for publication or distribution,
directly or indirectly, in or into the United States, Australia, Canada, Hong
Kong or Japan. These written materials do 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. There is no intention to register any portion of the offering in
the United States or to conduct a public offering of securities in the United
States. 

Members of the public are not eligible to take part in the offering. This
communication is directed (A) in the European Economic Area, only at persons
who are qualified investors as defined in article 2(1)(e) of EU directive
2003/71/EC and as implemented in legislation in each of the relevant member
states and (B) in the United Kingdom only at qualified investors who are: (i)
investment professionals falling within article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) order 2005 (the "Order"), or (ii)
persons falling within article 49(2) ("high net worth companies, unincorporated
associations, etc") of the Order (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. 

Nordea Bank Finland Plc (“Nordea”) acts only for and on behalf of Scanfil plc
in connection of the share issue. Nordea does not hold any other party as its
client or cannot be held accountable to advise or indemnify other parties than
Scanfil plc with regards to the share issue or other matters referred here to.

Liitteet:

SCANFIL PLC_TERMS AND CONDITIONS OF DIRECTED SHARE ISSUE.pdf