Wärtsilä Corporation, Company Announcement, 9 January 2012, at 4.50 pm (EET) –
Wärtsilä is pleased to announce that, at both the Court Meeting and General Meeting of Hamworthy plc held earlier today in relation to Wärtsilä’s recommended acquisition of Hamworthy by way of Scheme of Arrangement, all the resolutions proposed received the strong support of Scheme Shareholders.
At the Court Meeting, a majority in number of Scheme Shareholders who voted (either in person or by proxy) and who together represented over 75% by value of the votes cast, voted in favour of the resolution to approve the Scheme. The resolution was accordingly passed. At the General Meeting, the special resolution to approve certain matters necessary to implement the Scheme were also passed by the requisite 75% majority.
The proposed acquisition has received clearance from German and Norwegian antitrust authorities and the relevant condition in the offer announcement has therefore been satisfied. Completion of the Acquisition remains subject to the satisfaction or waiver of the other Conditions, including the Court sanctioning the Scheme and confirming the associated Reduction of Capital at Court hearings which are expected to take place on 26 January and 30 January 2012 respectively. Subject to the Scheme and the associated Reduction of Capital receiving the sanction and confirmation of the Court on those dates, the Scheme is expected to become effective on 31 January 2012.
Björn Rosengren, CEO, Wärtsilä Corporation, commenting on the results of the vote, said:
“We are delighted that the shareholders of Hamworthy have voted in favour of the Scheme. We believe strongly that by combining our resources with Hamworthy, we will be able to broaden and enhance our capabilities in rapidly evolving offshore, marine gas application, and environmental solutions markets. We welcome the management and employees of Hamworthy to Wärtsilä and look forward to combining our expertise and experience for the benefit of our customers around the globe.” For more information please log on at http://www.wartsila.com/en/investors/acquisitions-divestments/disclaimer