Alma Media Corporation Stock Exchange Release 9 September 2009 at 11.20 a.m.
FINNISH COMPETITION AUTHORITY HAS REFERRED ALMA MEDIA CORPORATION'S TENDER OFFER FOR TALENTUM OYJ'S SHARES TO CONTINUED CONSIDERATION
Alma Media Corporation ("Alma Media") announced on 10 August 2009 that it will make a mandatory public tender offer for all of the issued and outstanding shares in Talentum Oyj ("Talentum") (the "Tender Offer"). The Tender Offer commenced on 19 August 2009 at 9:30 a.m. (Finnish time) and will end on 15 September 2009 at 4:00 p.m. (Finnish time) (the "Offer Period") unless the Tender Offer is extended or discontinued in accordance with its terms and conditions. The consideration offered for each Share in Talentum validly tendered in accordance with the terms and conditions of the Tender Offer is EUR 1.85 in cash.
According to the terms and conditions of the Tender Offer, the Tender Offer is subject to the receipt of all regulatory and other permits and approvals required for the completion of the Tender Offer, including clearances from competition authorities, on the terms and conditions that are acceptable to Alma Media. Alternatively, Alma Media may, to the extent that is possible according to the law, waive this precondition for the completion.
Alma Media has been informed today that the Finnish Competition Authority has referred the Tender Offer to continued consideration. In continued consideration, the Finnish Competition Authority may approve the acquisition as such, set terms and conditions for its approval or propose that the Market Court rejects the transaction. The continued consideration may last three months at most.
Alma Media will announce the possible extension of the Offer Period at the latest upon the expiry of the preliminary offer period on 15 September 2009.
Alma Media Corporation
Vice President, Corporate Communications and IR
Kai Telanne, President and CEO, tel. +358 10 665 3500
NASDAQ OMX Helsinki
Alma Media in brief
Alma Media is a profitable and internationally expanding company that invests in the future of newspapers and online media. Its best known products are the Aamulehti, Iltalehti, Kauppalehti and Etuovi.com.
Net sales in 2008 totalled EUR 341 million and the operating margin was over 14%. The company's share (ALN1V) is listed on the NASDAQ OMX Helsinki stock exchange. Read more at www.almamedia.fi
This release may not be released or otherwise distributed, in whole or in part, in or into Australia, Hong Kong, Japan, South Africa, Canada or the United States. This release is not a tender offer document and as such does not constitute an offer or invitation to make a sales offer. Investors shall accept the Tender Offer for the shares only on the basis of the information provided in a tender offer document. 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 tender offer document or registration or other requirements would apply in addition to those undertaken in Finland.
The Tender Offer is not being made in any jurisdiction where prohibited by applicable law and the tender offer document and related acceptance forms will not and may not be distributed, forwarded or transmitted into or from any jurisdiction where prohibited by applicable law. In particular, the Tender Offer is not being made, directly or indirectly, in or into, or by use of the postal service of, or by any means or instrumentality (including, without limitation, facsimile transmission, telex, telephone or the Internet) of interstate or foreign commerce of, or any facilities of a national securities exchange of, Australia, Hong Kong, Japan, South Africa, Canada or the United States. The Tender Offer cannot be accepted by any such use, means or instrumentality or from within Australia, Hong Kong, Japan, South Africa, Canada or the United States.