Last checked at 17 Nov 2010 09:00
09:00 London, 11:00 Helsinki, 17 November 2010 - Ruukki Group Plc, Stock Exchange Release
RESULTS OF RUUKKI GROUP PLC'S EXTRAORDINARY GENERAL MEETING
Ruukki Group Plc ("Ruukki" or the "Company") (LSE: RKKI, OMX: RUG1V) is pleased to announce that all the resolutions proposed at today's Extraordinary General Meeting were passed.
The arrangements between the Company, Kermas Limited and Synergy Africa Limited relating to the formation and financing of the acquisition vehicle Synergy Africa Limited and the acquisition and subsequent holding of shares in Chromex Mining plc as detailed in the circular dated 22 October 2010 (the "Circular"), the Joint Venture Agreement, the Shareholder Loan Facilities and the Kermas RHL Loan Facility (as defined in the Circular) were all approved. The Board of Directors was also authorised to take all the necessary steps to implement the transactions.
The Offer and the Warrant Offer (as defined in the Offer Document), remain subject to the terms and the conditions set out or referred to in the offer document (the "Offer Document") posted to shareholders of Chromex Mining plc on 18 October 2010. As set out in Ruukki's announcement on 9 November 2010, the Offer and the Warrant Offer will remain open for acceptance until 1.00 p.m. on 29 November 2010 (the "Second Closing Date").
RUUKKI GROUP PLC
Markus Kivimäki
Head of Corporate Affairs
Ruukki Group is a natural resources company, with a wood processing business in Finland and a mining and minerals business in southern Europe and South Africa. The Company is listed on NASDAQ OMX Helsinki (RUG1V) and the Main Market of the London Stock Exchange (RKKI).
For additional information, please contact:
Ruukki Group Plc
Thomas Hoyer, CFO: +358 10 440 7000
Markus Kivimäki, Head of Corporate Affairs: +358 10 440 7000
www.ruukkigroup.fi
Investec Bank plc
Stephen Cooper: +44 20 7597 5104
The release, publication or distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore persons in such jurisdictions into which this announcement is released, published or distributed should inform themselves about, and observe, any applicable requirements.
This Announcement does not constitute an offer or an invitation to purchase or subscribe for any securities or the solicitation of any vote or approval in any jurisdiction pursuant to the Offer, the Warrant Offer or otherwise. The Offer and the Warrant Offer are made solely by means of the Offer Document, an advertisement published in the London Gazette and the London edition of the Financial Times, and the Form of Acceptance (in respect of Chromex Shares in certificated form) and the Warrant Offer Form of Acceptance (in respect of the Chromex Warrants in certificated form), which contain the full terms and conditions of the Offer and the Warrant Offer, including details of how the Offer and the Warrant Offer may be accepted. Any acceptance or other response to the Offer or the Warrant Offer should be made only on the basis of the information in the Offer Document and the Form of Acceptance (in the case of Chromex Shares in certificated form) and the Warrant Offer Form of Acceptance (in respect of the Chromex Warrants in certificated form) (as applicable).
Unless otherwise determined by Synergy Africa and permitted by applicable law and regulation, the Offer and the Warrant Offer are not being, and will not be, made, directly or indirectly, in, into, or by use of the mail, or by any means or instrumentality (including, without limitation, telephonically or electronically) of interstate or foreign commerce of, or by any facility of a national securities exchange, of the United States, Canada, Australia, or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction and the Offer and the Warrant Offer will not be capable of acceptance by any such use, means, instrumentality or facilities. Accordingly, copies of this announcement, the Offer Document, the Form(s) of Acceptance and any other documents relating to the Offer are not being, and must not be, directly or indirectly, mailed, or otherwise forwarded, distributed or sent, in whole or in part, in, into or from the United States, Canada, Australia, or Japan or any other jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not directly or indirectly mail, transmit or otherwise forward, distribute or send them in, into or from any such jurisdiction as to do so may invalidate any purported acceptance of the Offer and the Warrant Offer. Doing so may render invalid any purported acceptance of the Offer and the Warrant Offer. The availability of the Offer and the Warrant Offer to persons who are not resident in the United Kingdom should inform themselves about and observe any applicable requirements.
The expressions used in this Announcement, unless the context otherwise requires, bear the same meaning as in the Offer Document.
In accordance with Rule 19.11 of the Code, a copy of this Announcement will be published on the Ruukki website: www.ruukkigroup.fi.