SanomaWSOY to acquire Malmberg Investments B.V.

SanomaWSOY Group's division WSOY has entered into an agreement with 3i, Europe's leading private equity and venture capital company, regarding the acquisition of the Dutch-based educational publisher Malmberg Investments B.V. The enterprise value is EUR 221.9 million.

Due to the timing of the acquisition, the effect of the deal on SanomaWSOY's profit (EPS) will be minor in 2004, but clearly positive as of 2005. The Group's equity ratio will temporarily decrease some three percentage points but it will recover fast during the rest of the year due to the Group?s good cash flow. The acquisition will be financed by a 1-2 year bank loan, with an average margin of 25 bp.

The acquisition is subject to the approval of both the Dutch and Belgian competition authorities. According to the normal practice, the deal will also be dependent on the approval of Malmberg?s works council.

- Since SanomaWSOY Group was established in 1999, educational publishing has been one of our key strategic areas, and we have long investigated it as a potential international field of business. Educational publishing is undergoing a period of transition within unifying Europe and it has great growth potential. We want to have a role in this change, says Hannu Syrjänen, President & COO of SanomaWSOY.

- WSOY has a long history in educational publishing in Finland, and it also has broad specialist know-how in eLearning and digital educational publishing, Syrjänen continues. - In the spring we acquired a majority share of the Polish eLearning company Young Digital Poland (YDP), which has been our associate company since 1999. Young Digital Poland is one of the leading producers of interactive teaching materials in the world and its off-line and internet products cover most primary and secondary level subjects.

- Malmberg shares SanomaWSOY's vision of the future of educational publishing in Europe, and merging WSOY's existing educational publishing with Malmberg's operations creates Europe's sixth largest educational publisher with a combined pro forma net sales 2003 of EUR 129 million.

- The new entity has the resources to take full advantage of the opportunities in the evolving European educational publishing market. The strategic goal of the acquisition is to develop a leading European educational publisher, Syrjänen adds.

Malmberg Investments B.V. comprises two main operating companies, LCG Malmberg B.V. (the Netherlands) and Van In (Belgium). The company is one of the leading educational publishers in both the Netherlands and Belgium with net sales of EUR 85.7 million, EBITA of EUR 23.6 million and 340 employees in 2003.

SanomaWSOY is the leading media group in the Nordic region and a strong player in the European arena. The group comprises five divisions. Sanoma Magazines is one of the five largest magazine publishers in Europe, Sanoma is Finland's leading newspaper publisher, WSOY is Finland's largest book publisher with operations in the Nordic countries and Poland, SWelcom focuses on electronic media in Finland, and Rautakirja is the market leader in press distribution and specialised retailing in Finland and the Baltic countries. SanomaWSOY generated net sales of EUR 2.4 billion in 2003 and operates in 16 European countries.

Further information about the deal can be found at and more information about Malmberg at and Van In at
Presentation of the acquisition