Vaahto Group Plc Oyj - Company Announcement

ACQUISITION OF THE SHARES IN AP-TELA OY

Lahti, Finland, 2012-04-19 09:01 CEST (GLOBE NEWSWIRE) -- VAAHTO GROUP PLC OYJ 
            STOCK EXCHANGE BULLETIN 19.4.2012 at 9.50 



ACQUISITION OF THE SHARES IN AP-TELA OY

As a result of negotiations with the minority shareholders of AP-Tela Oy, the
subsidiary of Vaahto Group Plc Oyj (”Company”), the Company has decided to
acquire the remaining shares in AP-Tela Oy from the minority shareholders. It
has been decided to carry out the acquisition by means of a share swap. Today
the Company and the minority shareholders of AP-Tela Oy have signed a share
swap agreement relating to the arrangement. According to the agreement, the
share swap will be implemented in accordance with Section 52 f of the Business
Income Tax Act whereby, as consideration for the 47.92 per cent shareholding in
AP-Tela Oy held by the minority shareholders of AP-Tela Oy, the Company will
issue as a directed share issue of 317,602 new shares in the Company to be
subscribed for by the minority shareholders of AP-Tela Oy. The total
subscription price for the new shares equals the equity of AP-Tela Oy as shown
on AP-Tela Oy's financial statements for the year ended August 31, 2011 which
amounts to approximately 1,111,600 euros. It is a condition precedent to the
completion of the share swap that the Company's board of directors passes a
resolution concerning the aforementioned share issue not later than May 31,
2012. The acquisition of the shares in AP-Tela Oy simplifies the Company's
group structure and enhances the efficiency of the Company's operations. 



Lahti, April 19, 2012



VAAHTO GROUP PLC OYJ



Board of Directors



DISTRIBUTION:

NASDAQ OMX Helsinki Ltd

Major media

www.vaahto.fi



This announcement does not constitute a direct or indirect offer or
solicitation to subscribe for or purchase shares through the share issue or
otherwise. There have been no measures whatsoever undertaken in respect of the
registration of the shares except in Finland. Accordingly, the shares have not
been registered and they will not be registered under the Unites States
Securities Act of 1933 (as amended, the “Securities Act”) or under the
securities legislation of any state of the United States, and may not be
offered or sold directly or indirectly in the United States (as provided under
Regulation S) unless pursuant to registration, or pursuant to an exemption from
the registration requirements under the Securities Act, and in accordance with
the applicable state securities laws of the United States. 



This announcement is not for release, publication or distribution, directly or
indirectly, in whole or in part, in the United States, Canada, Australia, Hong
Kong, Japan or any other jurisdiction where local laws or regulations may
prescribe restrictions on such release or distribution. 


         Information:
         Ari Viinikkala
         acting CEO, Vaahto Group Plc Oyj
         tel. +358 400 127664