PPG Industries, Inc. (“PPG” or the “Offeror”) and Tikkurila Oyj PPG
PPG Industries, Inc. (“PPG” or the “Offeror”) is making this voluntary recommended public cash tender offer for all of the issued and outstanding shares (the “Shares”) in Tikkurila Oyj (“Tikkurila” or the “Company”) that are not held by the Company or any of its subsidiaries (the “Tender Offer”).
In the Tender Offer, the Company’s shareholders are being offered a cash consideration of EUR 34.00 for each Share validly tendered in the Tender Offer (the “Offer Price”). The Offer Price will be adjusted for certain corporate actions, if any, undertaken by Tikkurila that impact share value or number of shares, such as dividend distributions or stock splits.
The members of the Board of Directors of Tikkurila, who participated in the decision-making, have unanimously decided to recommend that the shareholders of Tikkurila accept the Tender Offer. In connection with the tender offer, certain major shareholders i.e. Kaleva Mutual Insurance Company, Varma Mutual Pension Insurance Company and Mandatum Life Insurance Company Limited, who collectively held approximately 9.32% of all the shares and votes in Tikkurila, have sold their shares to PPG at the offer price of €34.00 per share. Tikkurila’s largest shareholder, Oras Invest Oy, which holds approximately 20.01% of the shares and votes in Tikkurila, has unconditionally agreed to sell to PPG all of its shares in Tikkurila at the offer price of €34.00 per share, following receipt of the necessary regulatory approvals, and has also given an unconditional irrevocable undertaking in support of the Tender Offer.
The cash price offered per share is EUR 34.00, subject to certain adjustments (the “Offer Price”). This represents a premium of: