STOCK EXCHANGE RELEASE 15 Apr 2004
JAAKKO PÖYRY GROUP SIGNED ACQUISITION AGREEMENT IN AUSTRIA AND CZECH REPUBLIC
JAAKKO PÖYRY GROUP OYJ Stock Exchange Notice April 15, 2004 at 10.30 JAAKKO PÖYRY GROUP SIGNED ACQUISITION AGREEMENT IN AUSTRIA AND CZECH REPUBLIC Jaakko Pöyry Group Oyj and Verbund AG have signed an agreement on April 14, 2004 according to which the ownership and voting rights in subsidiaries owned by the Verbund group will be transferred to Jaakko Pöyry Group Oyj as follows: - 74.9 per cent of Verbundplan GmbH in Austria - 97.25 per cent of Verbundplan Prüf- und Messtechnik GmbH in Austria - 95.19 per cent of AQUATIS a.s. in the Czech Republic The transaction price to be paid for the companies is EUR 6.1 million. The parties to the deal retain the option to buy/sell the 25.1 per cent interest in Verbundplan GmbH which remains in the hands of a subsidiary controlled by Verbund AG. The option can be exercised during 2008. The parties have the obligation to buy/sell this interest if the other party so requires. The companies' combined net sales for 2003 amounted to about EUR 45 million and they employ 470 people. The companies posted a slight profit for 2003. The companies do not have any interest-bearing debts. The effect of the deal on the Jaakko Pöyry Group's earnings for 2004 is expected to be neutral and for 2005 positive. The Board of Directors of Jaakko Pöyry Group Oyj approved the deal in its meeting on April 8, 2004. The closure of the transaction is subject to approval by Verbund's decision-making bodies, the competition authorities in Austria and the Czech Republic as well as to the completion of details related to change of control. The necessary decisions are expected before the end of June 2004. The Jaakko Pöyry Group announced the signing of a memorandum of understanding concerning the acquisition in a stock exchange notice dated December 2, 2003. The business operations of the acquired companies and their strategic importance for the Jaakko Pöyry Group are described in more detail in the above-mentioned notice and in the Annual Report for 2003. The Jaakko Pöyry Group will consolidate the acquired companies' earnings for the period January 1 - June 30, 2004 in connection with its earnings figures for the second quarter. JAAKKO PÖYRY GROUP OYJ Erkki Pehu-Lehtonen Teuvo Salminen President and CEO Deputy to President and CEO Additional information: Teuvo Salminen, Deputy to President and CEO, Jaakko Pöyry Group Oyj Tel. +358 9 8947 2872, +358 400 420 285 Jaakko Pöyry Group Oyj's Stock Exchange Notice, December 2, 2003 DISTRIBUTION: Helsinki Exchanges Major media