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Dimesilia: Dimesilia Holdings Ltd. pursues the offer to the shareholders of RusForest AB and announces outcome


Dimesilia Holdings Ltd. ("Dimesilia") published a public offer to the shareholders of RusForest AB ("RusForest") on October 24, 2016 in which Dimesilia offered the shareholders of RusForest to purchase all outstanding shares in RusForest that Dimesilia did not already own at the announcement of the offer for SEK 2.12 in cash per share (the "Offer"). At the time of the announcement of the Offer, Dimesilia owned 20 397 152 shares, representing approximately 15.6 percent of total shares and votes in RusForest. In addition, Dimesilia had received binding commitments for acceptance of the Offer from shareholders representing 36 459 589 shares, corresponding to approximately 27.9 percent of total shares and votes in RusForest.

The Offer will not, and this press release may not, be distributed, directly or indirectly, forwarded or transmitted to, from or within, and no acceptance forms will be accepted by shareholders or anyone else on behalf of the shareholders in especially Australia, Hong Kong, Japan, Canada, New Zealand, South Africa or USA, or any jurisdiction in where the submission of the Offer, distribution of this press release or the acceptance of the Offer would be contrary to applicable laws or regulations or require further offer document being established or registration occur or that any other measures in addition to those required by Swedish law.

At the expiration of the acceptance period on November 21, 2016, the Offer had been accepted by shareholders representing in total 64 311 141 shares in RusForest, corresponding to approximately 49.2 percent of total shares and votes in RusForest.

In addition, Dimesilia has, during the acceptance period but outside the Offer acquired in total 26 119 015 shares in RusForest, corresponding to approximately 20 percent of total shares and votes in RusForest. The terms for these acquisitions have not been more favorable for the transferors than the terms in the Offer.

At the expiration of the acceptance period on November 21, 2016, Dimesilia owned in total 110 827 308 shares in RusForest, corresponding to approximately 84.8 percent of total shares and votes in RusForest. Dimesilia do not hold any warrants or convertibles in RusForest and does not hold any other financial instruments in Dimesilia that provide a financial exposure equivalent to a holding of shares in RusForest.

Dimesilia hereby announces that all conditions for pursuing the Offer have been fulfilled. Accordingly, the Offer is declared unconditional in all respects and Dimesilia has decided to pursue the Offer. Dimesilia has decided to not extend the acceptance period of the Offer. Dimesilia will immediately prepare and propose a cost reduction program for RusForest as well as evaluate the possibility of a continued listing of the shares in RusForest on Nasdaq First North. Furthermore, Dimesilia intends send a request to the current board of RusForest to summon an extraordinary general meeting to resolve on, among other things, election of members of the board of directors.

Settlement of the consideration to the shareholders who accepted the Offer during the acceptance period is expected to take place today on November 23, 2016.

Dimesilia may, in accordance with the limitations in the Takeover rules for certain trading platforms, acquire additional shares after the acceptance period.

For further information about the Offer, see the offer document from October 24, 2016 and the supplement to the offer document from November 8, 2016, which are available on Dimesilias website, , and on Mangold Fondkommissions website, .

Mangold Fondkommission AB is acting as financial advisor to Dimesilia and transaction advisor in relation to the Offer, and Northlaw AB is acting as legal advisor to Dimesilia in relation to the Offer.

Stockholm November 23, 2016, 08:45 (CET)

The following documents can be retrieved from beQuoted
Dimesilia Pressrelease 2016-11-23 English.pdf -

Additional information
The information was submitted for publication on November 23, 2016 at 08:45 CET.

For additional information about the Offer, please visit . All inquiries related to the Offer should be directed to: Ekaterina Tsyganova, Investor Relations, phone: +35 7 253 833 05, e-mail: .

Dimesilia Holdings Ltd. in brief
Dimesilia Holdings Ltd. is a holding company registered in Cyprus with Cypriot registration number HE 330563. Dimesilia was founded in 2014 and is a special purpose vehicle that will be used for the purpose to make the Offer to the shareholders of RusForest. The Offeror is owned by Andrey Tarasov and Ilya Korbashov who are both Russian citizens.

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