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Rettig Group organises the Rettig ICC Group under a new Finnish entity

Rettig Group Oy Ab ("Rettig Group") is contemplating an internal reorganisation relating to its wholly-owned portfolio company Rettig ICC b.v. and its direct and indirect subsidiaries (together the "Rettig ICC Group"). The primary purpose of the internal reorganisation is to organise the Rettig ICC Group under a newly established Finnish entity, Rettig ICC Oy Ab, which will form the new parent entity of the Rettig ICC Group, as well as to simplify the Rettig ICC Group’s corporate structure.

Reorganisation implemented through several steps

Key steps of the reorganisation include a sale of Rettig ICC b.v. to the newly established Rettig ICC Oy Ab and a full demerger (in Finnish: kokonaisjakautuminen) of Rettig Group into two new companies. In the demerger all of the existing business operations of Rettig Group are transferred into a new company, which retains the name Rettig Group (the "New Rettig Group"), and, among certain others assets, trademarks relating to products manufactured and sold by the Rettig ICC Group are transferred to the other new company ("Rettig ICC IPCo"). Following the demerger of Rettig Group, the shares in Rettig ICC IPCo will be transferred to the New Rettig Group after which Rettig ICC IPCo will be merged into Rettig ICC Oy Ab.

Rettig Group’s board of directors has today approved draft terms of demerger (in Finnish: jakautumissuunnitelma) regarding the company’s demerger.

Consent to the transactions obtained from Rettig Group’s financing banks

The contemplated demerger and related transactions require the consent of Rettig Group's lenders under its existing financing agreements. The banks that currently finance Rettig Group's operations have on 13 April 2018 given their consent to the reorganisation.

Rettig Group has today initiated a consent solicitation process by issuing a notice of procedure in writing under the terms and conditions of Rettig Group's EUR 110 million notes due 2022 to seek consent for the reorganisation from the noteholders. Please see: Notice of Written Procedure for Rettig Group's Senior Unsecured EUR 110,000,000 Notes due 2022 (pdf).

The internal reorganisation will not impact Rettig ICC Group’s employees, customers, suppliers or other partners.

For further information:
Tomas von Rettig, President and CEO, Rettig Group

Pia Dahlqvist, Communications Director, Rettig Group
Tel. +358 40 526 7813
E-mail: pia.dahlqvist@rettig.fi

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