Countdown to Demerger: Cargotec Eyes June Registration, July Trading for Kalmar Shares

Countdown to Demerger: Cargotec Eyes June Registration, July Trading for Kalmar Shares

(IN BRIEF) Cargotec Corporation’s demerger plan, approved on February 1, 2024, is set to split its Kalmar business area into a new entity, Kalmar Corporation. Shareholders will receive demerger consideration in the form of new shares in Kalmar. Cargotec has filed a listing application for Kalmar’s class B shares on Nasdaq Helsinki, with the Demerger expected to be registered by June 30, 2024, and trading in Kalmar’s shares to commence around July 1, 2024.

(PRESS RELEASE) HELSINKI, 12-Jun-2024 — /EuropaWire/ — In a significant corporate move, Cargotec Corporation announced on February 1, 2024, the approval of a demerger plan pertaining to the partial demerger of its Kalmar business area. Under this plan, all assets, debts, and liabilities associated with Kalmar or primarily serving its operations will be transferred to a newly formed entity, Kalmar Corporation, without undergoing a liquidation procedure.

The decision received the green light at Cargotec’s Annual General Meeting held on May 30, 2024, aligning with the approved Demerger Plan. Following the completion of the Demerger, shareholders of Cargotec will receive one (1) new share of the corresponding share class in Kalmar for each class A and class B share held in Cargotec.

Today, Cargotec has initiated the process for listing Kalmar’s class B shares on the official list of Nasdaq Helsinki Ltd by filing a listing application. The Demerger’s finalization is anticipated to be registered in the Finnish Trade Register around June 30, 2024. Subsequently, trading in Kalmar’s class B shares is expected to commence on or around July 1, 2024, under the share trading code “KALMAR,” with the ISIN code FI4000571054. Following the Demerger’s completion, Cargotec’s class B shares will be assigned a new ISIN code: FI4000571013.

About Kalmar
Kalmar’s vision is to be the forerunner in sustainable material handling equipment and services, moving goods in critical supply chains around the world. Kalmar offers a wide range of industry shaping heavy material handling equipment and services to ports and terminals, distribution centres, manufacturing and heavy logistics. Kalmar operates globally in over 120 countries, the company’s sales on a carve-out basis in 2023 totalled approximately EUR 2.0 billion and it employed around 5,000 people on a carve-out basis as at 31 March 2024.

About Cargotec
Cargotec (Nasdaq Helsinki: CGCBV) enables smarter cargo flow for a better everyday with its leading cargo handling solutions and services. Cargotec’s business areas Kalmar, Hiab and MacGregor are pioneers in their fields. Through their unique position in ports, at sea and on roads, they optimise global cargo flows and create sustainable customer value. Cargotec has signed the United Nations Global Compact Business Ambition for 1.5°C. The company’s sales in 2023 totalled approximately EUR 4.6 billion and it employs around 11,300 people.

The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933 (“US Securities Act”), or any U.S. state securities laws, and may not be offered or sold in the United States, unless such securities are registered under the US Securities Act, or pursuant to an exemption from, or in a transaction not subject to, the registration requirements under the US Securities Act and applicable state or local securities laws.

The Kalmar shares have not been approved or disapproved by the US Securities and Exchange Commission, any state securities commission or any other regulatory authority in the United States, nor have any of the foregoing authorities passed comment upon, or endorsed the merit of, the Demerger or the accuracy or the adequacy of the information contained in this release or in Kalmar’s demerger and listing prospectus dated 22 May 2024. Any representation to the contrary is a criminal offense under U.S. law. Neither Cargotec nor Kalmar intend to register securities in the United States or to conduct a public offering of securities in the United States.

The financial advisers are acting for Cargotec and no one else in connection with the Demerger and will not be responsible to anyone other than Cargotec for providing the protections afforded to clients of the financial advisers, or for giving advice in connection with the Demerger or any other matter.

Forward-looking Statements
The release includes forward-looking statements within the meaning of Section 27A of the US Securities Act and Section 21E of the U.S. Securities Exchange Act of 1934, including expected performance targets, and are based on present plans, estimates, projections and expectations and are not guarantees of future performance. These forward-looking statements are subject to numerous risks, uncertainties and assumptions, including risks relating to the contemplated Demerger and its completion, risks relating to Kalmar’s industry, business, the risk that Kalmar’s actual results of operations in future periods may differ materially from (and be more negative than) the expected results or performance targets discussed, or suggested, herein. These forward-looking statements reflect knowledge and information available at, and speak only as of, the date they are made, which, even though they seem to be reasonable at present, may turn out to be incorrect. Except as required by law, Cargotec undertakes no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date hereof or to reflect the occurrence of unanticipated events. Readers are cautioned not to place undue reliance on such forward-looking statements. Readers should review the section entitled “Risk Factors” and the description of Kalmar’s business in the section entitled “Business of Kalmar”, each in Kalmar’s demerger and listing prospectus dated 22 May 2024, for a more complete discussion of the risks and factors that could affect us, the Demerger and/or Kalmar.<

Media Contacts:

Carina Geber-Teir
Head of Investor Relations and Communications, Kalmar
tel. +358 40 502 4697

Aki Vesikallio
Vice President, Investor Relations, Cargotec
tel. +358 40 729 1670

SOURCE: Cargotec


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