2017-01-11 14:45:26 CET

2017-01-11 14:45:26 CET


REGULATED INFORMATION

English Finnish
CapMan - Total number of voting rights and capital

CapMan Plc confirms the final result of the subsequent offer period of the exchange offer for Norvestia Oyj's shares and subscription rights, issues shares and will commence redemption proceedings


CapMan Plc Stock Exchange Release                        11 January 2017 at
3.45 p.m. EET

This stock exchange release may not be published or distributed, in whole or in
part, directly or indirectly, in or into or to any person located or a resident
of the United States of America, Australia, Canada, Hong Kong, Japan, New
Zealand, South Africa, or any other country where such publication or
distribution would violate applicable regulation or would require additional
measures in addition to the requirements under Finnish law.

CapMan Plc confirms the final result of the subsequent offer period of the
exchange offer for Norvestia Oyj's shares and subscription rights, issues shares
and will commence redemption proceedings

According to the final result of the subsequent offer period of CapMan Plc's
("CapMan" or the "Company") voluntary public exchange offer for Norvestia Oyj's
("Norvestia") shares and subscription rights ("Exchange Offer"), CapMan's share
of Norvestia's shares grew by approx. 1.8 percentage points. Together with
Norvestia's shares owned by CapMan these represent approx. 92.5 per cent of all
Norvestia's shares and votes. No subscription rights have been used to accept
the Exchange Offer. The subsequent offer period of the Exchange Offer ended on
9 January 2017.

CapMan's Board of Directors have resolved to issue 1,041,456 new CapMan shares
as consideration to those Norvestia's shareholders, who accepted the Exchange
Offer during the subsequent offer period between 4 and 9 January 2017. The
execution trades of the shares of these Norvestia shareholders are executed in
accordance with the terms and conditions of the Exchange Offer around 12 January
2017, following which CapMan's ownership in Norvestia increases to 92.5 per
cent. The new CapMan shares provided as offer consideration are registered in
the Trade Register and booked to the book-entry accounts of those Norvestia's
shareholders, who have validly accepted the Exchange Offer, around 12 January
2017.

CapMan's share capital will not be increased following the share issue, but
instead the amount deemed payable for the new shares will be recorded in the
invested unrestricted equity fund. The number of shares and votes in CapMan will
increase from 143,948,895 to 144,990,351. The new shares represent approx. 0.7
per cent of the share capital and votes in CapMan following the completion of
the issue. CapMan will apply for the issued shares to be quoted on the official
list of Nasdaq Helsinki Ltd with trading to commence around 13 January 2017.

CapMan's ownership of Norvestia's issued and outstanding shares has exceeded 90
per cent and CapMan will commence the mandatory redemption proceedings of all
Norvestia's shares held by minority shareholders in accordance with the Finnish
Limited Liability Companies Act. CapMan has today on 11 January 2017 decided
that it will submit an application to the Redemption Committee of the Finnish
Central Chamber of Commerce to commence arbitration proceedings once CapMan has
received all the Norvestia shares accepted during the subsequent offer period.
CapMan will provide timely updates regarding the development of the proceedings.




CAPMAN PLC
BOARD OF DIRECTORS



Additional information:
Heikki Westerlund, CEO, CapMan Plc, tel. +358 50 559 6580



Distribution:
Nasdaq Helsinki
Principal media
www.capman.com



CapMan
www.capman.com
www.capman.com/exchange-offer

CapMan is a leading Nordic investment and asset management company. For more
than 25 years, we have been developing companies and real estate and supporting
their sustainable growth. We are committed to understanding the needs of our
customers in an ever-changing market environment. Our objective is to provide
attractive returns and innovative solutions for our investors and value adding
services for professional investment partnerships, growth-oriented companies and
tenants. Our independent investment partnerships - Buyout, Real Estate, Russia
and Nest Capital - as well as our subsidiary Norvestia are responsible for
investment activities and value creation. CapMan's service business offering
includes fundraising advisory services, purchasing activities and fund
management services. CapMan has 100 professionals and assets under management of
€2.8 billion.



Important Notice

This release may not be released or otherwise distributed, in whole or in part,
in or into or to any person located or a resident of the United States of
America, Australia, Canada, Hong Kong, Japan, New Zealand or South Africa or any
other jurisdiction where prohibited by applicable laws or rules. This release is
not a share exchange offer document or a prospectus and as such does not
constitute an offer or invitation to make a sales offer. Investors shall accept
the exchange offer for the shares only on the basis of the information provided
in an exchange offer document and prospectus in respect of the exchange offer.
Offers will not be made directly or indirectly in any jurisdiction where either
an offer or participation therein is prohibited by applicable law or where any
exchange offer document or registration or other requirements would apply in
addition to those undertaken in Finland.

The exchange offer document and prospectus in respect of the exchange offer as
well as related acceptance forms will not and may not be distributed, forwarded,
or transmitted into, in, or from any jurisdiction where prohibited by applicable
law. In particular, the exchange offer is not being made, directly or
indirectly, in or into, Australia, Canada, Hong Kong, Japan, New Zealand, South
Africa, or the United States of America. The exchange offer cannot be accepted
from within Australia, Canada, Hong Kong, Japan, New Zealand, South Africa, or
the United States of America.

CapMan's shares have not been and will not be registered under the U.S.
Securities Act of 1933, as amended (the "Securities Act"), or under any of the
relevant securities laws of any state or other jurisdiction of the United States
of America. CapMan's shares may not be offered or sold in the United States,
except pursuant to an exemption from the Securities Act or in a transaction not
subject to the registration requirements of the Securities Act.

Certain statements herein which are not historical facts, including, without
limitation, those regarding expectations for general economic development and
the market situation, expectations for the combined company's development and
profitability and the realization of synergy benefits and cost savings, and
statements preceded by "expects", "estimates", "forecasts" or similar
expressions, are forward-looking statements. These statements are based on
current decisions and plans and currently known factors. They involve risks and
uncertainties which may cause the actual results to materially differ from the
results currently expected for the combined company. Such factors include, but
are not limited to, general economic conditions, including fluctuations in
exchange rates and interest levels which influence the operating environment and
profitability of customers and thereby the orders received by the combined
company and their margin; the competitive situation; the combined company's own
operating conditions, such as the success of production and product development
and their continuous development and improvement; and the success of future
acquisitions.


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