A big thank you to you, Opa, for bringing the announcement to our attention here immediately. Forum members who believe the merger of the share classes will go through had plenty of time to add to their positions before the rise ![]()
The merger of share classes received the board’s recommendation.
However, the votes of the proposers and their garnered supporters represent only 13.4% and 13.6% respectively, totaling 27.0% of the votes.
Compared to the autumn attempt, I-series shareholders would this time receive a better premium.
That is, with three shares, you would get a fourth free. 4/3 = +33.33%
In the autumn, with five shares, you got a sixth extra. 6/5 = +20%
Will the “lock of the plain” hold, is the memory of old traditions intact, meaning have the old heavyweights been sold and the newspapers are in a separate company with Kaleva?
Or are there dreams of buying, for example, Ilkka-Kaleva’s newspaper company into South Ostrobothnian ownership with Alma money?
Let’s see…
There would be a need to get >50% support from I-series shareholders.
As well as the approval of the general meeting.
As the Company announced on February 23, 2026, the Board of Directors of Ilkka Oyj (“Ilkka” or “the Company”) has on February 23, 2026, received a proposal from the Company’s shareholders Etelä-Pohjanmaan Lehtiseura Ry, Keskisuomalainen Oyj, and Rebl Group Oyj, in accordance with Chapter 5, Section 5 of the Companies Act, to include in the agenda of Ilkka’s Annual General Meeting on April 23, 2026, an amendment to the articles of association to merge the Company’s share classes, and a free share issue directed at I-series shareholders.
The proposers represent approximately 11.7% of the shares in the I-share class and approximately 26.5% of the shares in the II-share class. This corresponds to approximately 24.1% of all shares in the company and approximately 13.4% of the total voting rights conferred by all shares.
According to information provided to the Company by the proposers, shareholders representing approximately 16.1% of the shares in the I-share class and approximately 13.9% of the shares in the II-share class have additionally given their preliminary support for the proposal. This corresponds to approximately 14.3% of all shares in the Company and 13.6% of the total voting rights conferred by all shares.
For the proposal concerning the merger of share classes to be approved, it requires, under the Companies Act, sufficient support at the general meeting and the consent of the majority of the I-series shares. The majority consent is calculated from all of the Company’s I-series shares.
The Board of Directors of Ilkka Oyj recommends that the shareholders’ proposal regarding the merger of share classes and the directed free share issue be approved at the Annual General Meeting Ilkka Oyj:n hallitus suosittaa, että osakkeenomistajien ehdotus koskien osakesarjojen yhdistämistä ja suunnattua maksutonta osakeantia hyväksytään varsinaisessa yhtiökokouksessa
At the very least, the plain’s lock requires strengthening compared to the previous round to hold.
In the previous extraordinary general meeting, there were approximately 47M votes present, of which about 38M were usable after the lock’s vote cutter. When the company has a total of approximately 105M votes, being strong with 27% of advance votes is quite good.
With the support of the Journalists’ Association for the proposal, the outlook is already quite good.
Ilkka also has a Supervisory Board providing a statement on the merger of share classes.
Appropriate, recommended, and gives no cause for comment…
Supervisory Board’s Statement on Shareholders’ Proposal to the Annual General Meeting
The Supervisory Board of Ilkka Oyj has reviewed the shareholders’ proposal for the merger of share classes and the related directed gratis share issue, as well as the amendment of the Articles of Association. The Supervisory Board has also reviewed the Board of Directors’ recommendation announced by the company on March 23, 2026, and the fairness opinion received by the Board.
The Supervisory Board states in its opinion that the proposal is appropriate and recommendable and gives no cause for comment. The full statement of the Supervisory Board is available on the company’s website www.ilkka.com > Investors > Governance > Annual General Meeting from March 23, 2026 onwards.
Ilkka Oyj’s Remuneration and Nomination Committee’s proposals to the Annual General Meeting and the Supervisory Board’s statement on the shareholders’ proposal to the Annual General Meeting Ilkka Oyj:n palkitsemis- ja nimitysvaliokunnan ehdotukset yhtiökokoukselle ja hallintoneuvoston lausunto osakkeenomistajien ehdotuksesta yhtiökokoukselle
Kari Hokkanen, the former editor-in-chief of Ilkka, seems to be the powerhouse behind that journalists’ association. He also likely orchestrated the downfall of the previous proposal and has now changed his tune.
Hokkanen is also a strong Centre Party (Kepu) influencer, so I’m sure all Centre Party owners will also change their minds at this point. ![]()
I would give this new proposal over an 80% chance of approval.
Here are Roni’s comments on Ilkka’s board’s proposal to merge the share series ![]()
Ilkka’s board recommends the shareholders’ proposal to merge the share series and the related directed free share issue to I-series shareholders. In our opinion, the board’s support is positive, but hardly a decisive factor for the outcome of the vote. However, we believe that the substantial premium offered to I-series owners, together with improved share liquidity and potential value unlock, is a sufficient incentive for the proposal’s approval this time.
Ilkka on the M&A trail, thankfully on the selling side.
Associate company Arena Partners (45.16%) sells its subsidiary Arena Interactive, adding almost EUR 1 million to Ilkka’s ‘share of profit from associates’ as a one-off item.
ILKKA’S ASSOCIATE COMPANY ARENA PARTNERS OY SELLS ITS OWNERSHIP IN ARENA INTERACTIVE OY
Ilkka’s associate company Arena Partners Oy sells its 100% stake in Arena Interactive Oy to Keskisuomalainen Oyj. Arena Interactive Oy will thus become wholly owned by Keskisuomalainen.
Arena Partners Oy will record a preliminary estimated sales gain of two million euros from the sale in its Q1/2026 FAS result. The sales gain will not affect Ilkka’s adjusted operating profit from its own operations, but it will affect Ilkka’s profit through the share of profit from associates. Ilkka’s Q1/2026 share of profit from associates is estimated to improve by almost one million euros as a result of Arena Partners Oy’s sales gain. The amount of the sales gain will be finalized once the purchase price adjustment has been completed, estimated by April 30, 2026.
The owners of Arena Partners Oy are Keskisuomalainen Oyj (45.20%), Ilkka Oyj (45.16%), and Hilla Group Oyj (9.64%).
Ilkka’s associate company Arena Partners Oy sells its ownership in Arena Interactive Oy Ilkan osakkuusyhtiö Arena Partners Oy myy omistuksensa Arena Interactive Oy:stä
Here are Roni’s comments when Ilkka sold its subsidiary to Keskisuomalainen. ![]()
Ilkka announced on Tuesday that its associate company Arena Partners Oy is selling its entire shareholding in Arena Interactive Oy to Keskisuomalainen Oyj. We consider the news to be minor for Ilkka. The approximately EUR 2.0 million capital gain generated from the transaction for Arena Partners will strengthen Ilkka’s Q1 results through associated companies by approximately EUR 1 million (no impact on adjusted operating profit from own operations).
Kaleva, which is 35% owned by Ilkka, is achieving what Ilkka’s shareholders have only dreamed of in recent years. They are turning a profit with the media house, and revenue also grew following the merger.
“The Kaleva Group’s operating profit rose to 4.2 million euros, representing 5.7 percent of revenue. Corporate restructuring and adjustments to the cost structure contributed to the improvement in profitability.
In June, Kaleva Oy sold Kolmiokirja Oy to the Dutch Keesing Media Group, and in the autumn, Kolmas Polvi Oy and Indieplace Oy to the Valve Group. The capital gain from the sale of Kolmiokirja was 1.8 million euros.”
Ilkka does not own 35% of Kaleva, but rather of a subsidiary engaged in publishing activities. It is impossible to determine from the text exactly how much profit the publishing operations specifically generated; Kaleva has had significant investment assets according to the financial statements. Given that the Finnish index returned a solid 33% in 2025, it is entirely possible that profits have been realized.
Since 1.8/4.2 of the group’s profit came from the sale of assets owned by the parent company, it is entirely possible that the publishing company’s result is so small that no dividend will even be paid.
Figures according to Ilkka’s new split.
However, the segment-specific operating profit is boosted by steroids, because there is a massive hit of -€4.7 million in that ‘unallocated/eliminations’ section, while the business segments only scraped together +€3.7 million.
Ilkka’s strategy 2026 – 2028 was published in the financial statements bulletin on 20 February 2026. Following the reorganization in accordance with the new group strategy, the group’s reportable segments will change. After the change, we will report our business in accordance with the following segments:
- Data and Technology business, which includes the services of companies operating with a SaaS business model (Liana, Profinder, Ungapped). The target market for the Data and Technology business is Finland and international markets.
- Professional Services business including digital marketing expert services (Evermade, MySome, and Myynninmaailma), which operate under a service business model and whose target market is Finland.
- Unallocated including, among others, group functions and group-level depreciations resulting from business acquisitions as well as shares of the results of associated companies.
Comparison figures in accordance with Ilkka Group’s new segment structure and revised revenue breakdown Ilkka-konsernin uuden segmenttirakenteen ja uudistetun liikevaihtojaon mukaiset vertailutiedot
The AGM just ended. Finally, the long-awaited unification of share classes was approved! As expected, after a vote of course, even though it should be a total no-brainer.
There is an exceptionally high owner risk in this stock due to incompetent major shareholders. Over 40M euros of shareholders’ money has been squandered on loss-making digital kiosks, and there’s no end in sight. Clear value-creating measures, such as massive share buybacks, simply cannot be pushed through for the life of it.
I already anticipated this further up, as the opponents’ most significant mouthpiece, Hokkanen, turned his coat.
Thanks for the info! Great that this went through. Now Alma’s shares as dividends to us shareholders and the undervaluation is resolved ![]()
These are pipe dreams, the probability of which is between 0 and 1%.
It was both a serious proposal with shareholder interests in mind and a bit of a long shot, knowing the short-term probability ![]()
This morning, a EUR 0.25 dividend was detached from Ilkka’s share.
It will be interesting to see today whether the stock will experience a so-called traditional dividend dip or if for once there might be a “free lunch” on offer for shareholders.
Roni’s pre-game thoughts, as Ilkka reports its Q1 results on Monday, May 4th ![]()
Ilkka’s AGM expectedly approved the merger of share classes, which is the first step in reforming the company’s governance structure. Ilkka’s share has already significantly anticipated this, and the stock is already priced in line with the company’s Alma Media ownership. Due to the share price rise and risks related to the earnings growth of the company’s own business operations, we consider it justified to move to the sidelines with the stock. The company will publish its Q1 results on May 4th, for which we expect moderate growth and an earnings improvement. We reiterate our target price of EUR 4.25 and lower our recommendation to Reduce (prev. Accumulate).
Just a note: since I managed to sell my small holding of Series 1 shares this morning, buying Series 1 now at 5.65 effectively only gets you the same share as buying Series 2 at 4.40. The right to additional shares has already detached.
