SanomaWSOY's Convertible Capital Notes Converted into Series B Shares

SanomaWSOY's Convertible Capital Notes Converted into Series B Shares

A total of 2,926 notes of SanomaWSOY's convertible capital note, nominal value of EUR 10,000 each, were converted into Series B shares. The Company's share capital increased by EUR 790,815.58 or by 1,839,106 shares. The conversion increases the number of the shares on the market by 1.2% and improves the liquidity of SanomaWSOY Series B shares. The conversion also improves the Company's equity ratio about one percentage point.

The increase of share capital was entered into the Trade Register on 22 July 2005 and the trading with the new shares begins on the Main list of Helsinki Stock Exchange on 25 July 2005. The new shares entitle their holders to a dividend for the first time for the financial year during which the conversion has taken place. Other shareholder rights commence from the date on which the increase in share capital is entered into the Trade Register.

The share capital of SanomaWSOY has increased from EUR 65,846,333.01 to EUR 66,637,148.59 and the number of Series B shares has increased from 130,003,695 to 131,842,801 shares. The number of Series A shares remains at 23,127,312.

The Finnish Financial Supervision Authority has on 8 January 2004 granted SanomaWSOY a permission not to publish a Listing Prospectus for the trading of the convertible capital notes converted into the Series B shares.

SanomaWSOY's Extraordinary General Meeting on 21 August 2001 authorised the Board of Directors to decide to increase the Company's share capital through a convertible capital note issue. The Board decided to issue a convertible capital note on 31 August 2001.

Trading in the subordinate notes began on Helsinki Stock Exchange on 6 September 2001. The imputed conversion price of a share is EUR 15.91. A fixed annual interest of 5.25% is payable on the notes. When issued, the loan totalled EUR 200 million. After the conversion, the loan amounts to EUR 121 million. In total, SanomaWSOY has redeemed and invalidated 4,944 notes. The redeemed notes will be invalidated every six months. SanomaWSOY informed about the previous conversion and increase of share capital on 25 May 2005.

For this year the conversion period of the convertible capital notes ends on 30 November 2005.