Glaston Oyj Abp - Company Announcement

GLASTON CORPORATION IS PREPARING SHARE ISSUES TO STRENGTHEN THE BALANCE SHEET AND FINANCIAL POSITION

Helsinki, Finland, 2013-02-07 12:25 CET (GLOBE NEWSWIRE) -- 

GLASTON CORPORATION STOCK EXCHANGE RELEASE  7 February 2013 at 13:25 pm

GLASTON CORPORATION IS PREPARING SHARE ISSUES TO STRENGTHEN THE BALANCE SHEET
AND FINANCIAL POSITION 

Glaston Corporation has on 20 December 2012 announced the plans to strengthen
the Company's balance sheet and financial position. The Company expects to
strengthen its balance sheet and financial position, among other things, by the
sale of Software Solutions Business Area, share issues directed to the public
and to the holders of the convertible bond and debenture bond issued by the
Company, the sale of Glaston factory property complex located in Tampere,
Finland, as well as by a new long-term credit facility (“the Total
Arrangement”). 

The Board of Directors of the Company has convened the Extraordinary General
Meeting of Shareholders to be held on 12 February 2013 to decide on authorizing
the Board of Directors to decide on one share issue or several share issues.
Shareholders representing not less than approximately 46 per cent of the
Company's shares, have committed themselves to voting in favor of the share
issue authorization in the Extraordinary General Meeting of Shareholders. The
maximum amount of the proposed authorization is 86 million shares, and relating
to this authorization, the Company is preparing two share issues, as described
below in more detail. 

One share issue is expected to be directed to the holders of the convertible
bond issued in 2009 and debenture bond issued in 2011 (the Conversion issue).
In this Conversion issue, the share subscription would be paid by the
subscriber's loan and interest receivables from the Company. In the Conversion
Issue, an approximate maximum of 38 million new shares is expected to be
offered at the subscription price of 0.30 euro per share. The Board of
Directors has received conditional written commitments to subscribe for new
shares in the Conversion Issue from Etera Mutual Pension Insurance Company,
Yleisradion eläkesäätiö (Yleisradio Pension Fund) and a certain individual. The
subscription commitments cover share subscriptions for an approximate total of
11.4 million euros. 

Furthermore, the Company is planning a share issue directed to the public (the
Share Issue). In the Share Issue, a maximum of 40 million new shares is
expected to be offered at the subscription price of 0.20 euro per share. The
shareholders who have subscribed for shares in the Share Issue, will, in case
of possible oversubscription, have allocation preference to the new shares in
proportion to their current shareholding. The Board of Directors has received
conditional written commitments to subscribe for new shares in the Share Issue
from Varma Mutual Pension Insurance Company, Finnish Industry Investment Ltd,
as well as from certain other investors and individuals belonging to the
Company's management and certain members of the Board of Directors. The
subscription commitments cover share subscriptions for an approximate total of
8.3 million euros. The subscription commitments of the members of the Board of
Directors and the individuals belonging to the management are 1.3 million euros
in total. 

The shares offered in the Share Issue and in the Conversion Issue total
approximately 42.5 per cent of the Company's shares and voting rights after the
execution of the share issues, if the above mentioned maximum number of new
shares is subscribed in the share issues. The average subscription price of
offered new shares in the Share Issue and in the Conversion Issue is then
approximately 0.25 euro per share. The subscription prices in the Share Issue
and in the Conversion Issue are based on the trade volume weighted average
quotation of the share on NASDAQ OMX Helsinki Ltd. during January 2013 and on
the negotiations with those parties that have given subscription commitments.
The Board of Directors is expected to decide and announce the terms and
conditions of the share issues in more detail on or about at the end of
February. The Board of Directors considers the execution of the Share Issue and
the Conversion Issue necessary in order to ensure the Company's operation and
financial position. The Share Issue and Conversion Issue are expected to be
executed concurrently on or about the end of March. 

In relation to the Total Arrangement Glaston announced the closing of the sale
of Software Solutions Business Area on 4 February 2013. Furthermore, Glaston
aims to sell its factory property complex located in Tampere, Finland by 31
March 2013. The execution of the sale of Tampere factory property complex
reduces the Company's senior loans significantly. 

In addition to the above measures, the Company has agreed on the implementation
of a new three-year credit facility with the Company's current lenders, if
certain prerequisites, such as executions of the Share Issue and the Conversion
Issue, are fulfilled. If the planned above-mentioned measures are executed, the
Group's financial position will strengthen significantly. 

Alexander Corporate Finance Oy acts as the Company's advisor.

“The Total Arrangement will reduce the Company´s net debt significantly and
will increase the equity ratio to a good level. Strengthening of the financial
position provides better opportunities for the business development of the
Company in the long term”, says Arto Metsänen, CEO & President of Glaston
Corporation. 

For further information, please contact:
Arto Metsänen, CEO and President, Glaston Corporation, Tel. +358 10 500 500
Sasu Koivumäki, CFO, Glaston Corporation, Tel. +358 10 500 500

GLASTON CORPORATION
Agneta Selroos
Director, Communications and Marketing

Glaston Corporation
Glaston is a global company developing glass processing technology for
architectural, solar, appliance and automotive applications. Our portfolio
ranges from pre-processing and safety glass machines to services. We are
dedicated to our customers' continued success and provide services for all
glass processing needs with a lifecycle-long commitment in mind. For more
information, please visit www.glaston.net. Glaston's share (GLA1V) is listed on
the NASDAQ OMX Helsinki Small Cap List. 

Distribution: NASDAQ OMX, Helsinki, key media, www.glaston.net