Metso Corporation : Metso aims to improve strategic focus and accelerate
growth; the Board has undertaken a strategy study relating to a possible
Metso Corporation's stock exchange release on March 25, 2013 at 9:00 a.m.
The Board of Directors of Metso Corporation has decided to commence a process
to study the potential separation of the company's Pulp, Paper and Power
businesses into a new company, which would be listed on the NASDAQ OMX
Helsinki stock exchange. Metso's current Mining and Construction and
Automation businesses would remain in the current company after the possible
separation. The contemplated transaction would be designed to help the two
companies to capitalize on their strengths in their respective markets faster
and more efficiently.
Jukka Viinanen, Metso's Chairman of the Board, says that Metso has developed
its businesses purposefully during the past years to the point where entering
the next stage of development would be smoother as separate companies. "Both
of them are strong global businesses with well-established positions in their
customer industries. By separating the two, we would seek to accelerate
strategy implementation, as clearer business structures would increase the
focus and ambition of the two companies with distinct growth strategies. The
Board also believes that both companies would be seen as attractive
investments, which has the potential to increase value for our shareholders."
"Developing Mining, Construction and Automation and Pulp, Paper and Power
businesses separately would help the already strong two entities to fully
realize their potential. This would in turn benefit our customers and
personnel through more focused management, superior competence development and
customer services, and through enabling both companies to cultivate their
technology and services offering that would match their goals perfectly," says
Matti Kähkönen, Metso's President and CEO.
The study relating to the possible separation will concentrate on a range of
issues, including certain matters pertaining to taxation and financing. Metso
will also discuss the potential demerger with its customers, suppliers, rating
agencies, creditors, employees and other relevant third parties. The Metso
Board aims to finalize the study process and announce further details about
the possible separation by the end of the second quarter of 2013.
Although no decisions have been taken, the separation, if carried out, would
likely be by means of a demerger (i.e. partial demerger as defined in the
Finnish Companies Act), after which the Mining, Construction and Automation
businesses would remain with Metso, whereas Pulp, Paper and Power businesses
would constitute the new company, which would be listed on the NASDAQ OMX
Helsinki stock exchange. The new company would initially have the same
ownership structure as Metso and would be totally independent from it without
any cross-ownership between Metso and the new company. This strategy study
will be headed by Metso's President and CEO Matti Kähkönen.
If implemented, the demerger would leave Metso shareholders' ownership in the
company unchanged. In addition, Metso shareholders would receive shares in the
new company as demerger consideration in proportion to their shareholding in
If Metso decides to pursue the demerger, the Board of Metso would expect to
approve and register a demerger plan by the end of the second quarter of
2013.Metso's Extraordinary General Meeting would be expected to make its final
decision on the potential demerger during the second half of 2013. The
demerger and listing of the new company's shares would be expected to take
place before the end of 2013.
Significant shareholders of Metso (Solidium, Cevian Capital, Varma Mutual
Pension Insurance Company and Ilmarinen Mutual Pension Insurance Company) have
expressed their support to the Board's decision to commence a strategy study
relating to the possible demerger.
Metso is a global supplier of technology and services to customers in the
process industries, including mining, construction, pulp and paper, power, and
oil and gas. Our 30,000 professionals based in over 50 countries contribute to
sustainability and deliver profitability to customers worldwide. Metso's
shares are listed on the NASDAQ OMX Helsinki Ltd.
For further information, please contact:
Jukka Viinanen, Chairman of the Board, Metso Corporation, tel. +358 20 484
Matti Kähkönen, President and CEO, Metso Corporation, tel. +358 20 484 3000
Metso will arrange a press conference in Finnish today, March 25, 2013, at
12:00 a.m. EET at the company's headquarters at Fabianinkatu 9A, Helsinki,
Finland. An international conference call for investors and analysts will be
held today, March 25, 2013, at 3 p.m. Finland / 1 p.m. London / 9 a.m. New
York. The call-in numbers are as follows: +1 877 491 0064 for the US and +44
20 7162 0077 for other countries using access code 930570. An instant replay
of the call will be available until April 8, 2013, on +1 954 334 0342 (US) and
+44 20 7031 4064 (other countries) with an access code 930570.
VP, Investor Relations
NASDAQ OMX Helsinki Ltd
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information contained therein.
Source: Metso Corporation via Thomson Reuters ONE
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