Stock Exchange & Press Releases 2004

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Elektrobit Group Oyj - ELEKTROBIT ACQUIRES PJ MICROWAVE OY AND INCREASES ITS SHARE CAPITAL AS A RESULT OF THE CLOSING OF THE ACQUISITION

November 03, 2004

ELEKTROBIT ACQUIRES PJ MICROWAVE OY AND INCREASES ITS SHARE CAPITAL AS A RESULT OF THE CLOSING OF THE ACQUISITION


The value of the purchased shares amounts to approximately EUR 1.6 million. The purchase price was paid by issuing 3,315,924 new Elektrobit Group Plc shares, each share having a counter book value of EUR 0.02, to the shareholders of PJ Microwave Oy in a directed issue. Such directed issue was approved by the Board of Directors of Elektrobit Group Plc on the basis of the authorisation given by the Annual General Meeting on March 12, 2004. The directed issue results in an increase of Elektrobit Group Plc's share capital by EUR 66,318.48. The total amount of the issued shares represents approximately 0.5 per cent of Elektrobit Group Plc's share capital and votes attached to the shares after the increase of share capital.
 
The shareholders of PJ Microwave Plc subscribed for the new shares on November 2, 2004. The subscription price for the shares is determined in accordance with the average trading price of the share of Elektrobit Group Plc on the Helsinki Stock Exchange on the last trading day preceding the signing of the preliminary share purchase agreement. The shares will entitle to the same rights than the already listed Elektrobit Group Plc shares and to full dividend for the financial period ending on December 31, 2004. Two thirds of the 50 % of the new shares, which were subscribed for by one PJ Microwave Oy shareholder, will be subject to a transfer restriction. As regards one third of such shares, the restriction will expire in 2005 and as regards one third in 2006.
 
The increase of the share capital will be registered in the Finnish Trade Register on or about November 10, 2004. Consequently, the share capital of Elektrobit Group Plc will increase to EUR 12,941,269.00 consisting of 647,063,450 shares. Elektrobit Group Plc will apply for the listing of the new shares on the Main List of the Helsinki Stock Exchange together with Elektrobit Group Plc's other shares preliminary as of November 11, 2004.
 
Elektrobit is an expert in the field of mobile technologies, lifecycle testing of electronic products and production automation. The core competence of PJ Microwave Oy is the development of microwave based instruments for process industry, adaptive antenna systems, RFID applications and communication and sensor systems for defence forces. The company employs 20 persons. PJ Microwave Plc's net sales amounted to approximately EUR 1.8 million in 2003.