Talentum Oyj - Company Announcement

Talentum Corporation: Notification pursuant to chapter 9, section 10 of the Finnish securities market act

Helsinki, Finland, 2015-11-10 16:20 CET (GLOBE NEWSWIRE) -- 

Talentum      Stock Exchange Release      10 November 2015 at 5.20 p.m.

Talentum Corporation has received the following notification on 10 November
2015: 

NOTIFICATION OF A CHANGE OF SHAREHOLDING PURSUANT TO CHAPTER 9, SECTION 5 OF
THE FINNISH SECURITIES MARKET ACT 

1. Issuer of the shares

Talentum Corporation, business identity code 0114701-2.

2. Name of the shareholder subject to notification obligation

Shareholder Alma Media Corporation.

3. Reason for the notification

Talentum Corporation (hereinafter "Talentum") and Alma Media Corporation
(hereinafter "Alma Media") have agreed on the combination of their businesses
under a combination agreement entered into on 28 September 2015 (hereinafter
the "Combination Agreement"). 

In order to effect the combination, Alma Media will make a voluntary public
tender offer to purchase all of the issued and outstanding shares (hereinafter
the "Talentum shares") and option rights of Talentum that are not owned by
Talentum or any of its subsidiaries (hereinafter the "Exchange Offer"). 

At the moment the total number of shares and voting rights of Alma Media,
including the number of shares and voting rights of the companies controlled by
it, exceeds 30 per cent (3/10). Alma Media has got undertakings from Ilmarinen
Mutual Pension Insurance Company and Accendo Capital SIVAC-SIF, who together
represent 20.98 per cent of the shares and votes in Talentum, to accept the
Exchange Offer which, if realized, will lead to that the number of shares and
option rights of Talentum held by Alma Media, including the number of shares
and voting rights of the companies controlled by it, will rise over 50 per
cent. The undertakings of Ilmarinen Mutual Pension Insurance Company and
Accendo Capital SIVAC-SIF shall be in force in accordance of their terms until
29 February 2016 at the latest or until the Exchange Offer is deemed to be
completed. 

Pursuant to the information received on 10 November 2015 from the bank by Alma
Media, the acceptances for the Exchange Offer represent 18.96 per cent of the
shares and votes in Talentum. Thus, if the Exchange Offer is realized, this
will lead to that the number of shares and voting rights of Talentum held by
Alma Media, including the number of shares and voting rights of the companies
controlled by it, will rise over 66 2/3 per cent. 

Kauppalehti Ltd is a subsidiary company of Alma Media totally owned by Alma
Media. Other companies of the corporation but Alma Media corporation and
Kauppalehti Ltd do not own Talentum's shares. 

The offer period under the Exchange Offer is expected to end on 12 November
2015 unless the offer period is extended. The completion date of the Exchange
Offer is preliminary expected to be 20 November 2015. 

4. Alma Media's existing shareholding and voting rights including the number of
shares and voting rights controlling by it 

          Ownership  Number of      % of total      Number of  % of total number
                        Shares       number of  voting rights   of voting rights
                                        shares                                  
--------------------------------------------------------------------------------
         Alma Media  1,036,295            2.34      1,036,295               2.34
        corporation                                                             
--------------------------------------------------------------------------------
    Kauppalehti Ltd  13,200,00           29.80     13,200,000              29.80
        (controlled          0                                                  
           company)                                                             
--------------------------------------------------------------------------------
         Alma Media  14,236,29           32.14     14,236,295              32.14
           in total          5                                                  
--------------------------------------------------------------------------------



5. Alma Media's shareholding and voting rights including the number of shares
and voting rights controlling by it if the Exchange Offer shall be completed 

          Ownership  Number of      % of total      Number of  % of total number           Shares       number of  voting rights   of voting rights
                                        shares                                  
--------------------------------------------------------------------------------
         Alma Media  18,726,24           42.28     18,726,242              42.28
        corporation          2                                                  
--------------------------------------------------------------------------------
    Kauppalehti Ltd  13,200,00           29.80     13,200,000              29.80
        (controlled          0                                                  
           company)                                                             
--------------------------------------------------------------------------------
         Alma Media  31,926,24           72.08     31,926,242              72.08
           in total          2                                                  
--------------------------------------------------------------------------------

The percentages have been calculated in proportion to the total number of
shares of Talentum registered at the Trade Register on 10 November 2015 and the
total amount of voting rights related to them, i.e. 44,295,787 shares and
voting rights. 

Helsinki, 10 November 2015

Talentum Corporation
Aarne Aktan
CEO

Further information:
Lasse Rosengren, General Counsel, Talentum Corporation
tel. +358 40 342 4204

Distibution:
NASDAQ OMX Helsinki Ltd
Principal media
talentum.fi