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EVOX RIFA GROUP OYJ STOCK EXCHANGE RELEASE
on May 31, 2002 at 14:30 p.m.


DECISIONS OF THE EVOX RIFA GROUP OYJ’S EXTRAORDINARY GENERAL MEETING, MAY 31, 2002

The Extraordinary General Meeting of Evox Rifa Group Oyj decided in accordance with the Board's proposal to increase the share capital of the company to the following effect:

The share capital of the Company will be increased by not less than EUR 0.05 and not more than EUR 4,334,275.45, by issuing a minimum of one and a maximum of 86,685,509 new shares with a nominal value of EUR 0.05 each.

The new shares are offered pursuant to the shareholders’ primary and secondary pre-emptive subscriptions rights to shareholders who are registered in the register of shareholders of the Company on the record date, June 5, 2002. Such shareholders can subscribe for, pursuant to their primary pre-emptive subscription rights, one new share for each one old share. Shareholders who have exercised their primary pre-emptive subscription rights can, pursuant to their secondary pre-emptive subscription rights, subscribe for new shares that have not been subscribed for pursuant to the primary pre-emptive subscription rights. In the event of over-subscription, the number of shares allocated to shareholders pursuant to the exercise of secondary pre-emptive subscription rights will be limited to an amount proportionate to such shareholders’ respective shareholdings on the record date, June 5, 2002, but subject to the maximum number of new shares applied for.

Shareholders must exercise their primary and secondary pre-emptive subscription rights within the period commencing on June 19, 2002, and expiring on July 2, 2002. The Board has the right to offer any new shares that are not subscribed for to third parties as it considers appropriate. Subscriptions pursuant to such an offer by the Board must be made on or before July 8, 2002. The Board may also offer such shares for subscription to parties that belong to the inner circle of the Company.
The subscription price for the new shares will be €0.07 per share. The subscription price will be the same for new shares subscribed for pursuant to the primary and secondary pre-emptive subscription rights as well as for new shares subscribed for after the exercise of pre-emptive rights. The subscription price has to be paid upon subscription.

The basis for determining the subscription price was the market price for Evox Rifa Group’s share at the time of the determination of the subscription price, the recent developments of the share’s market price and the general trends on the stock market.

The new shares will entitle their holders to the full dividend, if any, payable in respect of the fiscal year 2002. The new shares will confer other shareholder’s rights on their holders from the date of the registration of the increase of the share capital in the Trade Register.

Stock options issued pursuant to the resolution of the Extraordinary General Meeting, dated November 14, 2000, will not carry the right to participate in the offering. The Board has on May 15, 2002, in accordance with the terms and conditions of the stock options, amended the exercise price of the shares that can be subscribed for pursuant to the exercise of stock options in a manner that guarantees the equal treatment of stock option holders and shareholders.

The terms and conditions of the offering, instructions to subscribers and listing particulars will be published on June 17, 2002.

For more information, please contact
Harri Launonen
President of Evox Rifa Group
at +358 9 5406 5001.

Evox Rifa Group Oyj

Harri Launonen
President

Distribution:
Helsinki Exchanges
Principal Press and Media

 

 

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