Published 19.12.2013
Tulikivi Corporation´s Financial Statements Release for 2013 will be published on February 10 , 2014. Annual Report will come out on Tulikivi’s website week 12. Annual General meeting will be held on April 2, 2014.
The following interim reports will be published in 2014: – January – March April 29 – January – June August 8 – January – September October 24
TULIKIVI CORPORATION
Heikki Vauhkonen Managing Director
Distribution: NASDAQ OMX Helsinki Ltd Central Media www.tulikivi.com
Published 26.11.2013
The Board of Directors of Tulikivi Corporation decided on 17 September 2013 to issue stock options to the Tulikivi Group key employees on the basis of the authorization granted by the Company’s Annual General Meeting held on 16 April 2013. The share subscription price for all stock options 2013 is EUR 0.33 per share (the share subscription price in the Company’s share issue announced on 8 October 2013). Each year dividends and equity returns will be deducted from the share subscription price.
A total of 1,800,000 new series A shares or existing series A shares held by the Company may be subscribed for with stock options 2013. The share subscription period, for stock option 2013A will be 1 May 2016—31 May 2018, for stock option 2013B, 1 May 2017—31 May 2019, and for stock option 2013C, 1 May 2018—31 May 2020. For vesting of each stock option class, the Board of Directors will establish financial targets related to the Company’s performance improvement program separately for each stock option class. The share subscription period for stock options 2013A will begin only if the targets established for the 2014 financial year’s Earnings before Interest, Taxes, Depreciation and Amortization (EBITDA) adjusted by non-recurring items are fulfilled.
The number of stock options 2013A is 580,000. The theoretical market value of one stock option 2013A is EUR 0.10 per stock option. The theoretical market value of the stock options 2013A is EUR 58,000 in total. The theoretical market value of one stock option has been calculated through the use of Black & Scholes stock option pricing model with the following input factors: share price EUR 0.32, share subscription price EUR 0.33, risk free interest rate 0.89%, validity of stock options approximately 4.5 years and volatility 37%. The theoretical market value of the stock options has not been adjusted downward for the probability of not fulfilling the targets established for the vesting criterion.
The terms and conditions of the Stock Options 2013 are available on the Company’s internet pages www.tulikivi.com.
TULIKIVI CORPORATION Board of Directors
Distribution: NASDAQ OMX Helsinki Ltd Key Media www.tulikivi.com
Additional information: Tulikivi Corporation, FIN-83900 Juuka, www.tulikivi.com – Heikki Vauhkonen, Managing Director, tel. +358 207 636 555 – Harri Suutari, Chairman of the Board of Directors, tel. +358 400 384 937
The codetermination negotiations regarding Tulikivi’s plans to reduce its workforce, introduce layoffs and reorganise the company’s functions were concluded today, the 6th November 2013. The negotiations concerned the company’s entire personnel.
Employer’s account of the measures to be implemented on the basis of the codetermination negotiations
76 employees will be made redundant and 10 employees will be laid off until further notice in connection with the centralisation of fireplace production at Juuka, the closure of ceramic tile manufacturing at Heinävesi, and the reorganisation of operations. During the upcoming year, the company may also introduce temporary layoffs, lasting a maximum of 90 days, concerning the entire personnel. The measures are being carried out in connection with economic and production-related reasons and the reorganisation of the company’s operations. The redundancies will be implemented in stages, with most being carried out by the end of 2013.
The above-mentioned personnel reductions and reorganisation of functions are part of the Tulikivi Corporation’s performance improvement programme. The measures are expected to result in non-recurring expenses of approximately EUR 2.5 million in the final quarter of 2013.
Distribution: NASDAQ OMX Helsinki Key media www.tulikivi.com
Additional information: Tulikivi Corporation, 83900 Juuka, www.tulikivi.com – Heikki Vauhkonen, Managing Director, tel. +359 (0)207 636 555
– The Tulikivi Group’s third-quarter net sales were EUR 12.1 million (EUR 13.1 million, 7–9/2012), the operating profit in the third quarter was EUR 0.0 (0.4) million and the result before taxes was EUR -0.3 (0.2) million. – The operating result before non-recurring expenses was EUR 0.6 (0.4) million. – The Group’s net sales during the reporting period 1-9/2013 were EUR 31.9 million (EUR 37.0 million), the operating result EUR -2.5 (-0.4) million and the result before taxes EUR -3.3 (-1.1) million. The operating result before non-recurring expenses was EUR -1.9 (-0.4) million during the 1–9/2013 review period. – Net cash flow from operating activities was EUR 0.2 (-3.7) million in the review period. – Order books at the end of the period were at EUR 5.3 million (EUR 5.9 million on 30 September 2012). – Future outlook: The demand for Tulikivi products is dependent on consumer confidence. Although new products will allow us to increase our market share, net sales will decline from the 2012 figure. The operating result for 2013 is expected to show a loss. In addition, measures taken under the performance improvement programme are anticipated to cause non-recurring expenses of EUR 2.5 million in the fourth quarter.
Summary of the interim report 1-9/2013. The full interim report is attached to this release.
On 21 October 2013, Tulikivi Corporation received a flagging announcement pursuant to Chapter 9, section 5 of the Securities Markets Act from Mutul Insurance Company Pension Fennia and LocalTapiola Mutual Pension Insurance Company.
An announcement that Mutual Insurance Company Pension Fennia’s holding of Tulikivi Corporation stock has risen to a level that exceeds the threshold of 5 per cent of the stock following the share issue. Mutual Insurance Company Pension Fennia’s holding of 4,545,455 Tulikivi Corporation Series A shares, after the share issue, corresponds to 7.59 per cent of Tulikivi Corporation’s stock and less than 5 per cent of the votes.
Mutual Insurance Company Pension Fennia and LocalTapiola Mutual Pension Insurance Company will merge to form a new pension company on 1 January 2014. The new pension company’s name will be Elo Mutual Pension Insurance Company. The general meetings of the companies approved the merger on 19 June 2013, and the Financial Supervisory Authority gave its approval for the merger on 27 June 2013. The completion of the merger will mean a change in shareholding, whereby the new Elo Mutual Pension Insurance Company’s holding of Tulikivi Corporation’s shares, including the effect of the share issue being undertaken, will rise to exceed the 5 per cent threshold. Elo Mutual Pension Insurance Company’s holding will be 4,545,455 Tulikivi Corporation Series A shares, which will correspond to 7.59 per cent of Tulikivi Corporation’s stock and less than 5 per cent of the votes.
On October 21, 2013 the Tulikivi Corporation’s Board of Directors approved the subsciptions of 22,727,273 shares of the share issue, which expired on October 17, 2013.
Heikki Vauhkonen, Managing Director
Additional information: Tulikivi Corporation, FIN-83900 Juuka, Finland, tel. +358 207 636 000, www.tulikivi.com – Heikki Vauhkonen, Managing Director, +358 207 636 555
On 22 October 2013, Tulikivi Corporation received a flagging announcement pursuant to Chapter 9, section 5 of the Securities Markets Act from Heikki Vauhkonen.
An announcement that Heikki Vauhkonen’s holding of Tulikivi Corporation shares has fallen to a level below the threshold of 15 per cent of the stock. Heikki Vauhkonen’s holdings of 1,025,853 Tulikivi Corporation Series A shares and 5,809,500 Series K shares will, after the share issue, correspond to 11.42 per cent of Tulikivi Corporation’s stock and 40.57 per cent of the votes.
TULIKIVI CORPORATION Heikki Vauhkonen, Managing Director Distribution: NASDAQ OMX Helsinki Key media www.tulikivi.com Additional information: Tulikivi Corporation, FIN-83900 Juuka, Finland, tel. +358 207 636 000, www.tulikivi.com – Heikki Vauhkonen, Managing Director, +358 207 636 555
Not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia, Hong Kong, South Africa, Singapore or Japan or any other jurisdiction in which the distribution or release would be unlawful.
Tulikivi Corporation’s (the “Company”) directed share issue in a maximum amount of approximately EUR 7.5 million (the “Share Issue”) was completed successfully on 17 October 2013. According to the final results, 22,920,917 class A share of the Company were subscribed for corresponding to approximately 101 per cent of the offered 22,727,273 shares.
The Board of Directors of the Company has today approved subscriptions of 22,727,273 class A shares in accordance with the terms and conditions of the Share Issue. All shares subscribed for in the Share Issue have been fully paid for. The shares subscribed for in the Share Issue will be registered in the Finnish Trade Register on or about 22 October 2013 and they will be subject to public trading on the official list of NASDAQ OMX Helsinki Ltd. together with the other class A shares of the Company starting on or about 23 October 2013.
Following the registration of the new shares in the Finnish Trade Register, the number of class A shares will be 50,331,243. The number of class K shares will remain at 9,540,000.
Pohjola Corporate Finance Ltd is the lead manager of the Share Issue.
In Helsinki, on 21 October 2013
The Board of Directors
Additional information: Tulikivi Corporation, 83900 Juuka, tel. +358 403 063 100, – CEO Heikki Vauhkonen, tel. +358 207 636 55 – Chairman of the Board of Directors Harri Suutari, tel. + 358 400 384 937
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DISCLAIMER The information contained herein is not for publication or distribution, directly or indirectly, in or into the United States, Canada, Australia, Hong Kong, South Africa, Singapore or Japan or any other jurisdiction in which the distribution or release would be unlawful. These written materials do not constitute an offer of securities for sale in the United States, nor may the securities be offered or sold in the United States absent registration or an exemption from registration as provided in the U.S. Securities Act of 1933, as amended, and the rules and regulations thereunder. The Company does not intend to register any portion of the offering in the United States or to conduct a public offering of securities in the United States.
The issue, exercise and/or sale of securities in the offering are subject to specific legal or regulatory restrictions in certain jurisdictions. The Company and Pohjola Corporate Finance Oy assume no responsibility in the event there is a violation by any person of such restrictions.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. Investors must neither accept any offer for, nor acquire, any securities to which this document refers, unless they do so on the basis of the information contained in the applicable prospectus published by the Company.
The Company has not authorized any offer to the public of securities in any Member State of the European Economic Area other than Finland. With respect to each Member State of the European Economic Area other than Finland and which has implemented the Prospectus Directive (each, a “Relevant Member State”), no action has been undertaken or will be undertaken to make an offer to the public of securities requiring publication of a prospectus in any Relevant Member State. As a result, the securities may only be offered in Relevant Member States (a) to legal entity which is a qualified investor as defined in article 2(1)(e) of the Prospectus Directive; or (b) in the United Kingdom to qualified investors who are: (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) order 2005 (the “Order”), or (ii) persons falling within article 49(2) (“high net worth companies, unincorporated associations, etc”) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. For the purposes of this paragraph, the expression an “offer of securities to the public” means the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to exercise, purchase or subscribe the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression “2010 PD Amending Directive” means Directive 2010/73/EU.
Tulikivi Corporation’s (the “Company”) directed share issue in a maximum amount of approximately EUR 7.5 million (the “Share Issue”) was completed successfully on 17 October 2013. According to the preliminary results, 22,920,917 class A share of the Company were subscribed for corresponding to approximately 101 per cent of the offered 22,727,273 shares.
The Board of Directors of the Company will approve share subscriptions according to the terms and conditions of the Share Issue on 21 October 2013. The subscription price per share is EUR 0.33. As the Share Issue is, pursuant to the preliminary results oversubscribed, the shares will be allocated between the subscribers as follows: (1) firstly, to the issuers of subscription undertaking so that each issuer of subscription undertaking receives the number of shares corresponding to the issued subscription undertaking; and (2) secondly, so that the following are equally taken into account: (a) the subscriber’s portion of subscriptions for shares to be allocated, and (b) the ratio of the total number of the Company’s class A and class K shares held by the subscriber to the total number of class A and class K shares held by the subscribers of the shares to be allocated. The above-mentioned holdings of the subscribers are determined for allocation on the basis of the Company’s shareholder register maintained by Euroclear Finland Ltd on 11 October 2013. Where the allocation is not possible on the basis of the above, lots shall be drawn.
Should the Company not allocate all the shares contained in the subscriber’s subscription order, the Company will return the sum corresponding to the subscription price of the shares not received to the investor on or about 22 October 2013. No interest will be paid on the assets to be returned.
The Company will announce the final result of the Share Issue on 21 October 2013, following the approval of share subscriptions by the Board of Directors. The shares issued in the share issue will be registered in the Finnish Trade Register on or about 22 October 2013 and they will be subject to public trading on the official list of NASDAQ OMX Helsinki Ltd. together with the other class A shares of the Company starting on or about 23 October 2013.
Pohjola Corporate Finance Ltd is the lead manager of the share issue.
In Helsinki, on 18 October 2013
Tulikivi Corporation has supplemented its Finnish language prospectus dated 9 October 2013. The Finnish Financial Supervisory Authority has on 11 October 2013 approved the supplement to the prospectus which is attached hereto in full (in Finnish). In Juuka, October 11, 2013
TULIKIVI CORPORATION BOARD OF DIRECTORS
Additional information: Tulikivi Corporation, 83900 Juuka, www.tulikivi.com -Chairman of the Board of Directors Harri Suutari, tel. +358 (0) 400 384 937
Distribution
NASDAQ OMX Helsinki Key media www.tulikivi.com
APPENDIX: TÄYDENNYS TULIKIVI OYJ:N 9.10.2013 PÄIVÄTTYYN ESITTEESEEN 11.10.2013
The Company has not authorized any offer to the public of securities in any Member State of the European Economic Area other than Finland. With respect to each Member State of the European Economic Area other than Finland and which has implemented the Prospectus Directive (each, a “Relevant Member State”), no action has been undertaken or will be undertaken to make an offer to the public of securities requiring publication of a prospectus in any Relevant Member State.
As a result, the securities may only be offered in Relevant Member States (a) to legal entity which is a qualified investor as defined in article 2(1)(e) of the Prospectus Directive; or (b) in the United Kingdom to qualified investors who are: (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) order 2005 (the “Order”), or (ii) persons falling within article 49(2) (“high net worth companies, unincorporated associations, etc”) of the Order (all such persons together being referred to as “relevant persons”). Any investment activity to which this communication relates will only be available to and will only be engaged with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents. For the purposes of this paragraph, the expression an “offer of securities to the public” means the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to exercise, purchase or subscribe the securities, as the same may be varied in that Member State by any measure implementing the Prospectus Directive in that Member State and the expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including the 2010 PD Amending Directive, to the extent implemented in the Relevant Member State), and includes any relevant implementing measure in the Relevant Member State and the expression “2010 PD Amending Directive” means Directive 2010/73/EU.
Tulikivi Corporation’s Prospectus dated 9 October 2013 describes that the district prosecutor from the Prosecutor’s Office of Varsinais-Suomi pressed charges against Heikki Vauhkonen, CEO of Tulikivi Corporation, and Jouko Toivanen, CFO of Tulikivi Corporation, due to alleged breach of the information obligation in Taivassalo, Finland on 15 – 30 June 2011 pursuant to the Act on Co-operation Within Undertakings.
The District Court of Varsinais-Suomi sentenced on 11 October 2013 Mr. Heikki Vauhkonen, and Mr. Jouko Toivanen to pay 15 day-fines each (Mr. Vauhkonen EUR 1.470 and Mr. Toivanen EUR 1.125) due to the breach of co-operation information obligation in connection with the business transfer of Tulikivi Corporation’s building stone business executed on 1 July 2011 in Taivassalo, Finland. The District Court reasoned its decision by stating that the information required in the Paragraph 41.1 of the Act on Co-Operation Within Undertakings was not disclosed to the employee representatives of Tulikivi Corporation in due time before the execution of the business transfer.
Mr. Vauhkonen and Mr. Toivanen had denied the indictment for breaching the co-operation information obligation considering that they had duly followed the applicable procedure. Tulikivi Corporation was only heard in connection with the process and no legal consequences were claimed or imposed to it.
The decision of the District Court is not legally final. Both Mr. Vauhkonen and Mr. Toivanen consider the decision as erroneous and intent to appeal against the decision to the Appeals Court within the set time.
In Juuka, October 11, 2013
Additional information: Tulikivi Corporation, 83900 Juuka, www.tulikivi.com – Harri Suutari, tel. +358 400 384 937
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