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HERACLES GENERAL CEMENT COMPANY S.A.|
EFG EUROBANK ERGASIAS SA.
HELLENIC EXCHANGES HOLDINGS S.A.
HERACLES GENERAL CEMENT COMPANY S.A. : Contract for the sale of the company Alfamix
|HERACLES General Cement Company announces that, on Wednesday 10 November 2004, its subsidiary EMMY Building Materials S.A., which it is active in the field of ready dry-mortars, signed the contract for the sale of its branch Alfamix to the Company Quarries of Dionyssos Penteli Marble.
EFG EUROBANK ERGASIAS SA. : Extraordinary General Meeting November 15th, 2004 - Summary of Issues on the Agenda
The Board of Directors informs the EFG Eurobank Ergasias S.A. shareholders, on the issues on the Agenda as follows:
1.Briefing on the distribution of interim dividend of the financial year 2004.
The Board of Directors, on 22 October 2004, approved the distribution of interim dividend of Euro 0.30 per share, for the financial year 2004. The decision was based on the Bank's strong financial performance during 2004, reflected in its 9 month published financial results. According to the 30/9/04 Financial Statements, as they were approved by the Board of Directors on 2nd of November 2004, Net Profits amounted to Euro 273 million for the nine month period, representing a 44% increase against the corresponding period of 2003. This performance represents a 32% annualized growth in Earnings per Share, compared to management's stated target of more than 20% annual growth over the next two years. In addition, the Bank is well on track to exceed all other financial targets stated by Management for the years 2004-05. During the first nine months of 2004, revenue grew by 23% against the corresponding period of 2003, compared to a targeted annual increase of more than 14% during the next two years. The Cost to Income ratio has reached 48.6% compared to a less than 53% target ratio by 2005, while the corresponding Cost to Income ratio for Greek operations has reached 46% compared to a less than 50% target ratio by 2005. Finally, the Return on Equity for the nine month period reached 18.7% compared to a higher than 18% target ratio by 2005 The financial statements for the Bank's 2004 nine month performance along with the press Release and a Presentation detailing the 30/9/04 results are available on the Bank's website (www.eurobank.gr ). During their meeting on the 22nd of October 2004, the members of the Board of Directors have also decided that the shares will trade ex-dividend as of Monday 29.11.2004, and that the interim dividend will be paid on Monday 15.12.2004. The interim dividend will be credited to the bank accounts of shareholders who have appointed EFG Eurobank Ergasias as their Operator in the Dematerialised Securities System. All other shareholders may collect their interim dividend from any of the Bank's branches by providing proof of identity (identity card or passport).
2.Distribution of shares to employees of the Bank, in accordance with article 16 paragraph 2 of codified law 2190/1920 and article 1 of the presidential decree 30/1988, as in force. The shares will be derived from the share capital increase through capitalization of part of the reserves formed up to and including 31/12/2002. Respective amendment of article 5 of the articles of association of the Bank.
Required quorum: 1/5 of share capital (20%)
Required majority: 50% + 1 of votes (present in person or by proxy)
Given the Bank's very strong financial performance during 2004, the Board of Directors propose the issue of 700,000 free shares to the Group's directors, executive management and staff. The persons eligible for free shares are those who had, and are expected to continue to have, a positive contribution to the Group's results, taking also into account the position and the functional level of responsibility of each person. The Board of Directors' Remuneration Committee will allocate the above-mentioned shares within the framework decided by the Board of Directors, which will have been specifically authorised by the EGM. The 700,000 shares have a total par value of Euro 2,065,000 and will be issued through capitalization of part of the reserves formed until 31/12/2002, in accordance with current company law. The free shares will be eligible to receive dividend for the financial year 2004, including the interim dividend. For the financial year 2003, Management had proposed the issue of 900,000 free shares for the Group's directors, executive management and staff, and this proposal had been approved by the Annual General Meeting in April 5th, 2004. Due to the issuing of new shares and its corresponding share capital increase, article 5 of the Articles of Association (Share Capital) will be amended accordingly.
3.Amendment of the 5/4/04 General Meeting resolution regarding the stock options programme, in accordance with the provisions of article 13 par. 9 of codified law 2190/1920, as in force.
Required quorum: 2/3 of share capital (approximately 67%)Required quorum of 1st Repeat GM: 1/2 of share capital
Required quorum of 2nd Repeat GM: 1/3 of share capital
Required majority: 2/3 of votes (present in person or by proxy)
In order to further improve the retention of strong performers among executive management and staff, the Board of Directors intend to amend the current stock option programme policy, by extending the vesting period of the stock options by one more year to 32 months from their date of issue (instead of 20 months), and by extending the exercise period of the stock options by one more year, up to 3 years after their vesting period (instead of 2 years). In addition, given the Bank's strong financial performance during 2004, the Board of Directors propose that holders of the stock options on 1,550,000 shares granted by the Annual General Shareholders Meeting on 5/4/2004 (exercisable in December of years 2005, 2006, 2007) are granted the right to exercise these options in December 2004 at an extra cost of Euro 0.30 per share. The shares issued will be entitled to receive dividend for the financial year 2004, including the interim dividend. All other conditions relating to the above stock options' programme, will remain in force as they have been originally decided by the Annual Shareholders Meeting on 5/4/2004. The Board of Directors will take all necessary actions for the implementation of the Extraordinary Shareholders Meeting decision.
4.Announcement of the list of shareholders from whom the Bank acquired its own shares, in accordance to article 16 par. 5 of the codified law 2190/1920.
During the Extraordinary Shareholders Meeting of the 15/11/2004, the list of sellers from whom own shares were acquired during the period between 5/4/2004 to 12/11/2004, will be presented. Additionally, Shareholders will be also informed regarding the total number of own shares acquired by the Bank during the same period, the highest, the lowest and the average acquisition price, as well as the total number of own shares held by the Bank as of 12/11/2004.
Shareholders may exercise their rights in person or by proxy. In case the quorum requirements are not met, the General Meeting will be held again Monday, 29/11/2004, in "Amalia " Hotel, Constitution Square, Athens, at 10 p.m. A formal Invitation will be published in the press, and will be available on the Bank's website www.eurobank.gr.
BETANET SA : New important project for BETANET group
BETANET, under the article 4 of 5/204/14.11.2000 decision of the Hellenic Capital Market Commission, announces that the 100% subsidiary EKAT-ETAN S.A. signed an agreement with FASHION CAR S.A., sales agent of PORSCHE cars in Greece, for the project entitled: Sportscar S.A. facilities Construction of exhibition center and car service area in Metamorphosi, Attiki.
The project has a budget of 4,6 mil. euro plus VAT and includes the construction of three underground garage spaces with a total surface of 9.300 m2 and additionally, the construction of ground floor, mezzanine and two additional floors of total surface 3.900 m2.
The contractual execution time of the project is (10) months.
INTRACOM S.A. : Intracom organizational restructuring successfully under way euro 288 million new contracts signed so far in 2004
"The year 2004 has been a landmark for our Group, as it is within this year that the first general restructuring of INTRACOM since its founding, has taken place", said Mr. George Deligiannis, Managing Director of INTRACOM, during today's Extraordinary General Assembly of the Company?s shareholders. Mr. Deligiannis stressed that the goal of the restructuring is the successful transition of the Group to the realities of the new millennium and reinforce competitiveness along the following:
- Corporate and management culture,
- Product strategy and R & D priorities
"We are introducing a policy of strict financial management to all levels of the Group including balance sheet cleaning, cost cutting, outsourcing, and redefinition of business practices", said Mr. Deligiannis and he emphasized that there has already been a deceleration in the rate of decrease of sales and earnings, in relation to the image presented by the first two quarters, reflecting upon the positive results of the third quarter.
About INTRACOM parent company's headline financial figures, it is announced that:
1. Parent company turnover for the period Jan-Sep 2004 reached euro 350 m, lower by 3.2% compared to the 2003 respective period.
2. INTRACOM parent company EBT are expected to reach euro 27 million in 9M04, from euro 34.2 million in 9M03. It is mentioned that in 9M03 EBT figures a euro 5.6 million dividend received by Vodafone-Panafon was included.
Therefore, EBT figures for 9M04 seem comparable with those of the respective period in 2003.
3. Total debt was reduced to euro 271.6 million in 9M04, from euro 602.2 million in the respective period in 2003. Net debt reached euro 111 million in 9M04, down from euro 473.5 million in 9M03.
4. The parent company, operating in a strongly competitive environment, has managed to sign euro 288 million worth of new contracts in 2004. These new contracts were telecom 67.6%, defense 21.2%, government IT 7.8% and banking IT 3.4%.
About INTRACOM group's headline financial figures, it is announced that:
1. Group turnover for the period Jan-Sep 2004 reached euro 445 m, lower by 2.8% compared to the 2003 respective period.
2. INTRACOM group EBT are expected to reach euro 29 million in 9M04, from euro 34.3 million in 9M03.
3. INTRACOM Group has managed to sign euro 459 million worth of new contracts in 2004. These new contracts were telecom 54%, defense 12.6%, government IT 15.6%. banking IT 4.7%, and constructions 13.1%.
The CEO reiterated the FY04 guidance:
- Despite the current international downfall, group sales are expected to reach euro 625 million, whereas EBT are expected to reach euro 44 million.
- Parent company's sales are expected to reach euro 470 million, whereas EBT are expected to reach euro 35 million, as was the guidance given during last June's AGM.
- During 2004, the company's client base was enhanced, thus bringing OTE's share in the group's turnover down to 32% from 50% in 2003.
- It is estimated that EBIT will increase in 2004, as a result of the company's organization restructuring. The operational result is anticipated to reach 10% of sales, vs 8.5% in 2003.
HELLENIC EXCHANGES HOLDINGS S.A. : HELEX Group presents net profits before tax of euros 32.7m in the nine-months of 2004
The consolidated turnover of the Group reached euro 42.229m during the period of January - September 2004 compared to euro 43.290m in the corresponding period of 2003, while the Group?s net results before tax and after the deduction of minority interests amounted to euro 32.702m versus euro 35.584m in the corresponding period in 2003.
The decrease of 2.45% that is noted in the consolidated turnover in the 9M of 2004 compared to the corresponding period last year derives mainly from the respective decrease of revenue generated from the derivatives market and secondly, from the carrying out of non-financial transactions. At the same time, the operating cost decreased by 7.96%.
Thus, the consolidated earnings before depreciation, interest, minority rights and taxes (EBITDA), notwithstanding the decrease of turnover, presented an increase of 1.32% amounting to euro 20.594m against euro 20,327m in the respective period of the previous year. Personnel salaries, which constitute the larger part of the cost of the HELEX Group, present a decrease of 5.94% (including also the cost of the voluntary retirement program, amounting
euro 1,178m). The average number of employees reached 435 individuals as opposed to 503 at the corresponding period last year.
The earnings before tax (EBT) of the Group were considerably improved by profits of euro 9.2m that resulted from the sale of own shares as well as from extraordinary results, revenues amounting euro 3.8m that were generated from the cross-entry of the unutilized provisions carried out for the depreciation of the Group's stock portfolio.
The consolidated financial statement of the HELEX Group for the nine-months of 2004 is presented in the table below:
Corporate non-consolidated results of HELEX
The parent company, during the nine months of 2004, presents revenues generated from interest, dividends and financial transactions of euro 30.967m versus euro 17.297m in the corresponding period of 2003. In this item, 3/4 of the revenues generated from the dividends of fiscal year 2003 that correspond to the first nine months are included, as well as the above-mentioned profits of euro 9,2m that stemmed from the sale of own shares. The net pre-tax profits of the company amounted to euro 34.332m against euro 16.433m in 2003, up by 108.9%. The positive 2004 9M results oversubscribe the accumulated losses (balance of losses carried forward) that the parent company incurred from previous fiscal years.