Wärtsilä Corporation’s recommended acquisition of Hamworthy plc, posting of Scheme Document

Wärtsilä Corporation
  • Stock exchange release
13 December 2011 at 11:00 AM E. Europe Standard Time

On 22 November 2011, Wärtsilä and Hamworthy announced that they had reached agreement on the terms of a recommended offer for the entire issued and to be issued ordinary share capital of Hamworthy for 825 pence in cash per Hamworthy share. The acquisition will be effected by means of a Scheme of Arrangement under English law.

Further to that announcement, Wärtsilä and Hamworthy are pleased to announce that the scheme document relating to the acquisition is being posted to Hamworthy Shareholders today. The scheme will need to be approved at the Court Meeting and will require the passing of a special resolution at the Hamworthy General Meeting.

The scheme document, together with information incorporated by reference therein, will be available on the Investors section of Wärtsilä’s website at www.wartsila.com.

The expected timetable of principal events, UK time:
 

EVENT TIME AND DATE(1)
Court Meeting 11.00 a.m. on 9 January 2012
General Meeting of Hamworthy(2) 11.15 a.m. on 9 January 2012
Scheme Court Hearing (to sanction the Scheme)(1) 26 January 2012
Effective Date(1) 31 January 2012
Cancellation of trading of Hamworthy shares(1) by no later than 8.00 a.m. on 31 January 2012

Notes:
(1) These dates and times are indicative only and will depend, among other things, on the dates by which all necessary anti-trust clearances are obtained and the dates on which the Court sanctions the Scheme and confirms the associated Reduction of Capital. This timetable assumes that German and Norwegian anti-trust clearances are obtained by not later than 26 January 2012.
(2) In the event that the Court Meeting concludes after 11.15 a.m., the General Meeting will follow as soon as possible thereafter.

For further information, please contact:

Atte Palomäki
Group Vice President, Communications & Branding
Wärtsilä Corporation
Tel: +358 10 709 5599
atte.palomaki@wartsila.com

For investor information, please contact:

Pauliina Tennilä
Director, Investor Relations
Wärtsilä Corporation
Tel: +358 10 709 5445
pauliina.tennila@wartsila.com

Wärtsilä in brief
Wärtsilä is a global leader in complete lifecycle power solutions for the marine and energy markets. By emphasising technological innovation and total efficiency, Wärtsilä maximises the environmental and economic performance of the vessels and power plants of its customers. In 2010, Wärtsilä’s net sales totalled EUR 4.6 billion with more than 17,500 employees. The company has operations in 160 locations in 70 countries around the world. Wärtsilä is listed on the NASDAQ OMX Helsinki, Finland. www.wartsila.com