Filed by Eimo Oyj
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Eimo Oyj
Commission File No. 132-01856
EIMO OYJ STOCK EXCHANGE RELEASE 21.07.2000 09:30 1 (2)
EXCERPT FROM TRIPLE S PLASTICS' EARNINGS REPORT
Eimo Oyj and Triple S Plastics, Inc. have signed a formal Merger Agreement to
create a global manufacturing company focused on serving the mobile
communications industry and other high growth industries.
Triple S Plastics, Inc has reported its first quarter (April - June) results.
The report is available on www.nasdaq.com.
Excerpt:
Triple S Plastics, Inc. (NASDAQ:TSSS) reported today that its net sales were
$32,138,000 for the first quarter ended June 30, 2000, representing a 67%
increase from sales of $19,246,000 for the first quarter last year. The Company
reported net income of $2,211,000 or $.59 per share -- $.50 diluted, compared to
a net loss of $(621,000) or $(.17) per share -- basic and diluted -- last year
after a net charge of $840,000 for plant closing costs.
The sales increase, compared to the prior year, reflects strong shipments to the
Telecommunications market which comprised 71% of net sales for the first quarter
of this year.
End of excerpt.
EIMO OYJ
Jalo Paananen
Chairman of the Board
Contacts:
Elmar Paananen, Eimo Oyj
Tel. + 358 500 503865
www.eimo.com
Investors are urged to read the information to be filed with the United States
Securities and Exchange Commission in connection with the merger, including the
proxy material to be sent to the holders of common stock of Triple S to solicit
their approval of the Merger Agreement and the transactions contemplated thereby
and the registration statement to be filed by Eimo on Form F-4 with respect to
ordinary shares of Eimo to be issued in connection with the transaction, each of
which will include a copy of the Merger Agreement as an exhibit. Such documents,
when filed, will be available free of charge from the SEC website at
www.sec.gov.
2
2 (2)
This press release includes statements that constitute forward-looking
statements made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. This information involves risks and uncertainties
that could cause actual results to differ materially from the forward-looking
statements. For certain information regarding these risks and uncertainties,
reference is made to Eimo's March 1999 Offering Circular for 5,000,000 share
combined offering (copies of which are available from Eimo upon written request)
and Triple S' Annual Report on Form 10-K for the year ended March 31, 2000.
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EIMO OYJ STOCK EXCHANGE RELEASE 21.07.2000 09:30 1 (2)
EIMO ANNOUNCES PUBLIC AVAILABILITY OF MERGER AGREEMENT
Eimo Oyj (HEX: EIMAV) announced today that the merger agreement and certain
related documents with respect to its previously announced merger with Triple S
Plastics, Inc. had been publicly filed by Triple S as exhibits to its Form 8-K
filed with the U.S. Securities and Exchange Commission on July 19, 2000.
A spokesman for Eimo noted that the Form 8-K contained a detailed description of
the mechanics of the exchange ratio calculation, as well as illustrative
examples of such calculations. The spokesman stated: "The description in the
Form 8-K and in the Merger Agreement itself of the Exchange Ratio calculation
illustrates that although the maximum and minimum number of Eimo shares issuable
in the transaction is fixed within a range of numbers by application of the
exchange ratio formula, the value represented by the Eimo shares to be received
by Triple S stockholders is free-floating and will be dependent on the value of
the Eimo shares at the time of closing."
EIMO OYJ
Jalo Paananen
Chairman of the Board
Contacts:
Elmar Paananen, Eimo Oyj
Tel. + 358 500 503865
www.eimo.com
Investors are urged to read the information to be filed with the United States
Securities and Exchange Commission in connection with the merger, including the
proxy material to be sent to the holders of common stock of Triple S to solicit
their approval of the Merger Agreement and the transactions contemplated thereby
and the registration statement to be filed by Eimo on Form F-4 with respect to
ordinary shares of Eimo to be issued in connection with the transaction, each of
which will include a copy of the Merger Agreement as an exhibit. Such documents,
when filed, will be, and the Triple S Form 8-K is, available free of charge from
the SEC website at www.sec.gov.
4
2 (2)
This press release includes statements that constitute forward-looking
statements made pursuant to the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. This information involves risks and uncertainties
that could cause actual results to differ materially from the forward-looking
statements. For certain information regarding these risks and uncertainties,
reference is made to Eimo's March 1999 Offering Circular for 5,000,000 share
combined offering (copies of which are available from Eimo upon written request)
and Triple S' Annual Report on Form 10-K for the year ended March 31, 2000.
5