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     205  0 Kommentare Boels Increases the Offer Price to EUR 13.75 per Share under its Recommended Voluntary Public Cash Tender Offer for All Shares in Cramo Plc - Seite 2

    Minimum acceptance condition

    The completion of the Tender Offer remains subject to the condition that the shares tendered into the Tender Offer, together with any shares that the Offeror may acquire outside the Tender Offer, represent more than ninety percent (90%) of the shares of Cramo, on a fully diluted basis, provided that the Offeror may waive such offer condition and complete the Tender Offer so long as, immediately following completion, the Offeror will own at least a majority of the shares of Cramo, on a fully diluted basis.

    If the minimum acceptance condition is waived and completion of the Tender Offer results in the Offeror holding less than ninety percent (90%) of the shares of Cramo, the Offeror may not be able to initiate compulsory squeeze-out proceedings in accordance with the Finnish Companies Act in the short term or at all. As a result, going forward, non-tendering Cramo shareholders would constitute a minority in a company with a controlling shareholder, and may face reduced liquidity, which may adversely affect the value of their shares or otherwise affect their position. The Offeror reserves the right to use any legally permitted method to acquire all of the Cramo shares (or full ownership of Cramo’s business) and/or to optimize the corporate, financing and tax structure of Cramo from the combined group's perspective.

    Cramo shareholders who have already tendered their shares in the Tender Offer do not have to re‑tender their shares or take any other action as a result of the increase of the offer price. All shareholders who have validly tendered their shares in Cramo will receive the Increased Offer Price if the Tender Offer is declared unconditional and will be completed.

    If the willingness of Cramo shareholders, who have already tendered their shares in the Tender Offer, to tender their shares would be affected by a waiver of the minimum acceptance condition, such shareholders are advised to withdraw their tendered shares immediately. Shareholders have the right to withdraw tendered shares until expiration of the acceptance period, after which withdrawal rights will terminate and shares tendered and not withdrawn will be settled as described in the terms and conditions of the Tender Offer.

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    Boels Increases the Offer Price to EUR 13.75 per Share under its Recommended Voluntary Public Cash Tender Offer for All Shares in Cramo Plc - Seite 2 Cramo Plc       Inside Information         17 January, 2020 at 8.30 EET NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO CANADA, JAPAN, AUSTRALIA, SOUTH AFRICA OR HONG KONG, OR IN ANY OTHER …