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2009-02-19 13:30:00 CET 2009-02-19 13:30:04 CET REGULATED INFORMATION Suomen Terveystalo Oyj - Major shareholder announcementsNOTIFICATION OF CHANGE IN HOLDINGS UNDER CHAPTER 2, SECTION 9 OF THE FINNISH SECURITIES MARKET ACTTERVEYSTALO HEALTHCARE OYJ STOCK EXCHANGE ANNOUNCEMENT February 19, 2009 at 2.30 p.m. NOTIFICATION OF CHANGE IN HOLDINGS UNDER CHAPTER 2, SECTION 9 OF THE FINNISH SECURITIES MARKET ACT Terveystalo Healthcare Oyj has on 19 February 2009 gained knowledge of the following notification under Chapter 2, Section 9 of the Finnish Securities Market Act regarding a change in holdings: The offer period in the public tender offer (the “Tender Offer”) by Star Healthcare Oy (“Star Healthcare”) for all of the issued and outstanding shares that are not owned by Terveystalo Healthcare Oyj (“Terveystalo”) and option rights in Terveystalo (the “Tender Offer”) commenced on 26 January 2009 and expired on 16 February 2009. Star Healthcare is ultimately wholly owned by Bridgepoint Europe IV (“Bridgepoint”), a European private equity fund structured as a series of limited partnerships managed by Bridgepoint Capital Limited (“BCL”). Star Healthcare has today, on 19 February 2009, announced the final result of the Tender Offer according to which the shares tendered in the Tender Offer represent approximately 95.7 % of all the shares and voting rights in Terveystalo. In addition, all the outstanding option rights in Terveystalo have been tendered in the Tender Offer. At the date hereof, BCL, Bridgepoint, Star Healthcare or their group companies do not hold any shares, voting rights or option rights in Terveystalo. Holding of Star Healthcare in Terveystalo will upon the settlement of the completion trades of the Tender Offer exceed 2/3 of the shares and voting rights in Terveystalo as follows: 1. Name of the target company Terveystalo Healthcare Oyj, Business Identity Code 1706599-4. 2. Date of change in holdings The completion trades with respect to the shares tendered in the Tender Offer will be executed in accordance with the terms and conditions of the Tender Offer no later than on 20 February 2009. The completion trades will be settled on or about 25 February 2009, upon which time title to the shares tendered pursuant to the Tender Offer will pass to Star Healthcare against payment of the offer consideration. 3. Exact proportion of shares and voting rights in Terveystalo Upon the settlement of the completion trades Star Healthcare's holding in Terveystalo will be as follows: Numeber of shares 77,617,266, proportion of shares 95.70 %, proportion of voting rights 95.70 % The registered share capital of Terveystalo comprises a total of 81,106,421 shares entitling to 81,106,421 voting rights. At the date hereof, Terveystalo has in addition issued a total of 632,000 option rights which entitle to subscribe for 884,800 Terveystalo shares. Should Star Healthcare after the settlement of the completion trades decide to subscribe for new shares in Terveystalo based on the option rights tendered pursuant to the Tender Offer, Star Healthcare's holding in Terveystalo would be as follows: Numeber of shares 78,502,066, proportion of shares* 95.74 %, proportion of voting rights* 95.74 % * Assuming that all option rights would be converted into shares and that only new shares would be issued on the basis of the share subscriptions, in which case the number of issued and outstanding shares in Terveystalo would amount to a total of 81,991,221. 4. Shareholder's full name, Registration Number Star Healthcare Oy, Business Identity Code 2244386-5 Bridgepoint Capital Limited, Registration Number 03220373, as manager and acting for and on behalf of Bridgepoint Europe IV TERVEYSTALO HEALTHCARE OYJ Martti Kiuru, Managing Director FURTHER INFORMATION: Terveystalo Healthcare Oyj, Managing Director Martti Kiuru, tel. +358 30 633 1629, martti.kiuru@terveystalo.com TERVEYSTALO: Terveystalo is Finland's leading healthcare service company, offering versatile healthcare, occupational healthcare, diagnostics and hospital services. The company has more than 100 units around the country. Terveystalo, which was founded in 2001, has grown strongly. www.terveystalo.com DISTRIBUTION: NASDAQ OMX Helsinki Ltd Principal media www.terveystalo.com |
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