Luotea Plc
Stock exchange release
31 December 2025 at 2.10 pm
The partial demerger of Lassila & Tikanoja plc has been registered - New Lassila & Tikanoja to be listed on Nasdaq Helsinki
The completion of the partial demerger (the "Demerger") of Lassila & Tikanoja plc ("Lassila & Tikanoja" or the "Demerging Company") has today on 31 December 2025 been registered with the Finnish Trade Register. Lassila & Tikanoja announced on 7 August 2025 the approval of the demerger plan concerning the Demerger (the "Demerger Plan") according to which all assets, debts and liabilities of Lassila & Tikanoja relating to the circular economy business area or mainly serving the circular economy business area of Lassila & Tikanoja are transferred without a liquidation procedure to the new Lassila & Tikanoja Plc (the "New Lassila & Tikanoja" or the "Receiving Company").
In connection with the completion of the Demerger, Nasdaq Helsinki Ltd ("Nasdaq Helsinki") has approved the listing application concerning the admission to trading of the shares in the New Lassila & Tikanoja on the official list of Nasdaq Helsinki.
Trading in the 38,211,724 shares in the New Lassila & Tikanoja will commence on 2 January 2026 under the share trading code "LASTIK" (ISIN code: FI4000592472).
In accordance with the Demerger Plan, the name of the Demerging Company has been changed to Luotea Plc ("Luotea"). Luotea's shares will continue to be traded on the official list of Nasdaq Helsinki. The new ISIN code for Luotea's shares will be FI4000592464 and the share trading code will be "LUOTEA".
The new shares in the New Lassila & Tikanoja to be issued as demerger consideration will be registered in the book-entry accounts of Luotea's shareholders on or about 2 January 2026. Shareholders of Luotea who receive demerger consideration shares can trade in the shares in the New Lassila & Tikanoja starting from 2 January 2026.
In connection with the Demerger, shareholders of the Demerging Company receive as demerger consideration one (1) new share in the New Lassila & Tikanoja for each share held by them in the Demerging Company (1:1). No demerger consideration is issued to any treasury shares held by the Demerging Company.
Luotea Plc
For more information:
Antti Niitynpää, Chief Executive Officer, tel. +358 40 023 1167
Mika Stirkkinen, Chief Financial Officer, tel. +358 40 558 8520
Disclaimer
This release does not constitute an offer to sell or the solicitation of an offer to buy any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction.
The securities referenced in this release have not been, and will not be, registered under the United States Securities Act of 1933, as amended, or under the securities laws of any state of the United States. This release is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in the United States.
Neither the United States Securities and Exchange Commission nor any other U.S. federal or state securities commission or regulatory authority has approved or disapproved the shares referenced herein, nor have any foregoing authorities passed an opinion upon the fairness or merits of such securities or upon the accuracy or adequacy of the disclosures contained in this release or in the Finnish language demerger and listing prospectus (or in the English language translation thereof) published by Lassila & Tikanoja plc. Any representation to the contrary is a criminal offence in the United States.
Forward-looking Statements
This release includes "forward-looking statements" that are based on present plans, estimates, projections and expectations and are not guarantees of future performance. Words such as "intend", "assess", "expect", "may", "plan", "believe", "estimate" and other expressions entailing indications or predictions of future developments or trends, not based on historical facts, constitute forward-looking information. They are based on certain expectations and assumptions, which, even though they seem to be reasonable at present, may turn out to be incorrect. Shareholders should not rely on these forward-looking statements. Numerous factors may cause the actual results of operations or financial condition of the Demerging Company or the New Lassila & Tikanoja to differ materially from those expressed or implied in the forward-looking statements. Neither the Demerging Company, the New Lassila & Tikanoja, nor any of their affiliates, advisors or representatives or any other person undertakes any obligation to review, confirm or to release publicly any updates or revisions to any forward-looking statements to reflect events that occur or circumstances that arise after the date of this release other than as required by applicable laws and regulations.
