|Listed Companies' Press Releases
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COCA-COLA Å.Å.Å. S.A.|
TITAN CEMENT COMPANY S.A.
EUROBANK PROPERTIES REIC
LAMDA DEVELOPMENT S.A.
EMPORIKI BANK OF GREECE S.A.
GENERAL BANK OF GREECE S.A.
KLEEMANN HELLAS S.A.
KLEEMANN HELLAS S.A.
HELLENIC TELECOM. ORG.
PIRAEUS BANK S.A.
HELLENIC TELECOM. ORG.
MOTORCYCLES AND MARINE ENGINE TRADE AND IMPORT COM
PUBLIC POWER CORPORATION SA
EUROBANK PROPERTIES REIC
J. & P. - AVAX S.A.
EUROBANK PROPERTIES REIC
HELLENIC TELECOM. ORG.
GEK TERNA HOLDING, REAL ESTATE, CONSTRUCTION S.A.
GEK TERNA HOLDING, REAL ESTATE, CONSTRUCTION S.A.
TITAN CEMENT COMPANY S.A.
MINOAN LINES SA
SCIENS INTERNATIONAL INVESTMENTS AND HOLDINGS SA
KIRIACOULIS MEDITERRANEAN CRUISES SHIPPING S.A.
TERNA ENERGY S.A.
PUBLIC POWER CORPORATION SA
FOLLI - FOLLIE S.A.
FOLLI - FOLLIE S.A.
EFG EUROBANK ERGASIAS SA.
ATTICA HOLDINGS S.A.
COCA-COLA Å.Å.Å. S.A. : Coca-Cola Hellenic Bottling Company S.A. announces share buy-back
|Coca-Cola Hellenic Bottling Company S.A. (Coca-Cola Hellenic, the Company) announces, in accordance with article 4, paragraph 4 of Regulation 2273/2003 of the European Commission and pursuant to relevant resolutions of the Extraordinary General Meeting of its shareholders dated 27 April 2009 and of its Board of Directors dated 30 April 2009, that on 24 June 2009 it bought back 30,000 shares at an average price of euro 13.6722 per share, with a total value of euro 410,167.20. The shares were purchased through National P&K Securities S.A.|
TITAN CEMENT COMPANY S.A. : Resolution for the sale of treasury stock
|ÔÉÔÁN CEMENT COMPANY S.A. ( the Company) announces that, pursuant to its Board of Directors resolution dated 24.6.2009 , it intends to sell, between 25/6/2009 and 16/7/2009, 14.000 treasury common shares, representing 0.017% of the Company's paid up Share Capital, at a minimum sale price equal to the nominal price of each Company share, i.e. euro 4 per share. The sale of the said treasury common shares is mandated in view of the impending completion of the statutory three- year period commencing from the date they were acquired by the Company, as provided by Codified Law 2190/20 ( Article 16 para.5 et seq.) prior to its amendment by law 3604/2007.
EUROBANK PROPERTIES REIC : Announcement of acquisition of own shares.
|In accordance with Regulation of the Committee of European Community no 2273/2003, article 4, par.4, Eurobank Properties REIC ("the Company") announces that following the decision of the Annual General Meeting of the Shareholders of the Company (dated March 16th, 2009) and the Board of Directors' resolution (dated March 16th, 2009), purchased, own shares through the Athens Exchange Member Eurobank EFG Securities Investment Firm S.A. as follows:
On June, 24, 2009 the Company purchased 4.120 shares, with average price euro 6,95 per share and total purchase price euro 28.640 .
IASO S.A. : ANNOUNCEMENT
|In accordance with the article 2 par. 2 of the HCMC Decision no 3/347/12.7.2005 IASO S.A. informs the investors that Mr. Konstantinos Kountouris resigned from his position as Logistics Director of IASO Group.
LAMDA DEVELOPMENT S.A. : Acquisition of Own Shares
In accordance with Regulation of the Committee of European Community no 2273/2003, article 4, par.4, LAMDA Development S.A. (the Company) announces that following the decision of the Annual General Meeting of the Shareholders of the Company and the Board of Directors' resolution (dated May 5, 2009) purchased own shares through the Athens Exchange Member Eurobank EFG Securities Investment Firm S.A., as follows:
On June 24, 2009 the Company purchased 6.877 shares, with average cost price euro 5,66 per share and total purchase price euro 38.952,28.
EMPORIKI BANK OF GREECE S.A. : Press Release
|Emporiki Bank to launch a range of productivity and cost saving measures.
Redress current situation and create the foundations for future success.
Athens, 25th June, 2009 - Emporiki Bank Group today announced a wide range of measures and actions aimed at improving productivity and adapting Emporiki s cost base to the new economic environment. The timeframe for these activities spans the period 2009-2011 with the key objectives being to stabilise and redress the current situation, restore margins, reduce the cost base, limit risk exposure and create the foundations for future longterm success.
Greece has been particularly hardly hit by the current economic climate leading to a downgrading of the Greek economy. In particular the financial sector has suffered and it has had a material impact on all Greek banks in the last year, and actually worsening in the first quarter of 2009. This crisis revealed all the more necessary to implement structural reforms, essential to the foundations of a future success.
In order to counteract the effects of this context and to tackle Emporiki s productivity issues, Emporiki s new management team will start to implement a number of measures:
. Reduction of G&A cost by about 21 per cent by 2011.
It will include centralisation of purchasing functions to increase economies of scale and optimize purchasing power, improve supplier management and develop a preferred supplier roster with a view to secure more favourable commercial terms, implementation of new policies spanning telecom, travel expenses and utilities.
. Restructuration and repositioning of the branch network.
Review and repositioning of the existing branch network to focus on areas with high potential. This will lead to some branch closures focusing on non-profitable locations, those with low profit potential or in over-serviced areas. In total 57 branches are expected to be closed, 33 relocated to more prosperous sites, whilst up to 22 branches may be opened in high potential growth regions like Attica and Thessaloniki. It will also review and where appropriate renegotiate branch lease agreements and consider sale-lease back options if commercial viable.
. Co-locate all HQ functions to improve efficiency.
HQ to relocate in order to co-locate staff in one location in an Athens suburb, staff is currently spread between 20 buildings throughout Athens; this will lead to reduced running costs, improved efficiency, security and productivity as well as transversal team working and quicker decision making. A decision as to the future of vacated premises to be made shortly depending on market conditions.
. Staff reduction trend initiated in 2007 to continue.
A further 1500 staff will be leaving the company within a three year timeframe through voluntary measures,. Going forward, resources will be firmly focused on commercial and client relationships and with selective recruitments in order to upgrade skill set.
. Industrialisation of credit processes and procedures.
The industrialisation and centralisation of the credit process and procedures have already shown a direct impact on the doubtful credit volume of some loan categories (credits in arrears by more than 90 days significantly decreased).
. A review of human resource processes
A major effort will be made to train and motivate staff to improve skills and to facilitate culture change towards a more productive and commercially minded organisation. This effort will be centred around five initiatives:
New performance-based appraisal system linked to individual and overall bank objectives.
Improved internal mobility procedures to ensure right person in right position.
Career management and staff development initiatives to get the best from each staff member.
Evaluate compensation and benefit structure to fully align with commercial and profitability measures.
Review of recruitment processes to upgrade quality and meet specific and future needs of the group.
Commenting on the measures, Alain Strub, chief executive of Emporiki Bank, said: "Credit Agricole S.A. is committed to Emporiki Bank and to the Greek market. These initiatives, which enjoy the full backing of our majority shareholder, should allow Emporiki to return to profitability by 2011. We will achieve this through improved internal processes, further strengthened risk management, and plan to bring the cost of risk down to below 100 basis points, by cutting the cost base by at least 13 per cent. This will lead to an improvement in the cost income ratio and bring it closer to Credit Agricole standards and local competition level. At a later stage we will also aim to review our commercial performance and even better target our customers needs."
. Press Inquiries:
Christina Dimoudi, Press Officer
+30 210 328 2706
FRIGOGLASS S.A. : Ánnouncement of Share Buy Back
|Frigoglass S.A announces, in accordance with the provisions of art. 4 par. 4 of the European Commission Regulation 2273/2003, that by implementation of the decision of the Extraordinary General Meeting of 5th of September 2008 and the resolution of the Board of Directors of 2nd October 2008, it purchased on 24th ïf June 2009 through NATIONAL P&K Securities 20,000 own shares with average purchase price of Euro 5,82 per share and total purchase price Euro 116,437.90|
GENERAL BANK OF GREECE S.A. : Resolutions of the Bank's Annual Ordinary General Meeting of Shareholders .
|The Bank's Ordinary General Meeting, which was held on June 24th 2009, at 12:00, with 28 Shareholders present, in person or through representation, representing 66.057.631 shares, of a total of 110.937.084 shares, i.e 59,55% of the paid up share capital, adopted the following resolutions:
1) Approved the Annual Financial Statements for the year 2008 together with the relevant reports of the Board of Directors and the Auditors and decided not to distribute a dividend for the financial year 2008.
2) Discharge of the Board of Directors and the Auditors from all responsibility of éndemnification in relation to the financial year 2008.
3) Approved the remuneration of the executive and non-executive members of the Bank's Board of Directors for the financial year 2008 and pre-approved their remunerations for the year 2009. It also approved the remunerations of the members of the Audit Committee for the financial year 2008 and pre-approved their remunerations for the year 2009.
4) Elected auditors from certified auditors "Deloitte, Hatzipavlou, Sofianos and Cambanis S.A." for the audit of the annual, semi-annual and consolidated financial statements of the Bank and its Group for the financial year 2009 and authorized the Board of Directors to determine their remuneration.
5) Approved the granting of permission, pursuant to article 23 par.1 of C.D. 2190/1920, to the members of the Board of Directors and to the Managers of the Bank to participate to Board of Directors or in the Management of the Group companies pursuing similar or related business goals.
6) Announcements: No announcements were made.
KLEEMANN HELLAS S.A. : Decisions of the Annual Regular General Meeting
|KLEEMANN HELLAS S.A. announces that, according to the Athens Exchange S.A. Regulation, on Tuesday 23 June 2009 at 14:00 p.m., its shareholders assembled at the scheduled Annual Regular General Meeting at the head offices (Industrial Area of Stavrochori - Kilkis). Thirteen (13) shareholders were present, owners of 17.272.184 shares of total 23.648.700 number of shares, namely the 73,04%. On the topics of the General Meeting the shareholders acting unanimously:
1. Approved the Annual Financial Statements (Group and Company) of the fiscal year 2008 and the relevant Board of Directors and Auditor's Reports.
2. Released the members of the Board of Directors and the Auditor from any liability for damages associated with the performance of their duties during the 2008 Fiscal Period.
3. Ratification of the way that profits for the fiscal year of 2008, should be distributed, and approved the dividend distribution to the shareholders. The date of determination of the beneficiaries of the dividend is set as the Friday 17th July 2009. The beneficiaries of the dividend are those persons registered in the records of the DSS on the above-mentioned date of determination of beneficiaries (record date). The ex date is set as the Wednesday 15th July 2009. The payment of the dividend of the financial year 2008 will start on Thursday 23rd 2009. More information about the distribution of the dividend will be given by a separate announcement.
4. Approved the remunerations of members of the Board of Directors for fiscal year 2008 and prior approved the remunerations for fiscal year 2009.
5. The auditing company KPMG Certified Auditors A.E. (AM SOEL 114) was elected as chartered auditors for the fiscal year 2009 for auditing the interim and annual financial statements according to the law, with remuneration according to their offer. Mr. Anastasios Panayides, (AM SOEL 37581) was defined by KPMG Certified Auditors A.E. as regular Certified Auditor Accountant and Mr. Michael A. Kokkinos (AM SOEL 12701) as alternate.
6. Elected a new 7-member Board of Directors the duty of which ends at 30/06/2014. The elected members are: 1) Nikolaos K. Koukountzos, 2) Menelaos K. Koukountzos, 3) Konstantinos N. Koukountzos, 4) Nikolaos N. Koukountzos, 5) Dimitrios A. Daios, 6) Stergios N. Georgalis (Independent Member), 7) Vasilios T. Ziogas (Independent Member).
7. Approved the constitution of the Audit Committee in accordance with the article 37 of law 3693/2008. The elected members of the Audit Committee are: 1) Dimitrios A. Daios (non Executive Member), 2) Stergios N. Georgalis (Independent non Executive Member), 3) Vasilios T. Ziogas (Independent non Executive Member).
8. Regarding the 8th item, the Annual General Meeting did not make any decision. Finally, the president, Mr Nikolaos N. Koukountzos, announced that the shareholders of the minority of the subsidiary company "Moda Cabina" who hold the 15% of Moda Cabinas' share capital opted out their participation in the company because they could no longer meet the company's obligations. The above shareholders offered their percentage of 15% of the share capital to the parent company in a symbolic price. Kleemann acquired the above percentage in order to continue the operation of Moda Cabina. According to the law and the Articles of Association an increase of the share capital will take place of the amount of 1.000.000 euros which will be covered in whole from the parent company.
KLEEMANN HELLAS S.A. : Press Release
|The General Assembly approved a dividend payment of EUR 2,84 mil euros, equivalent to 0.12 euros per share and a dividend yield of 6.38% as compared to the 3.51% of 2007.
The date of determination of the beneficiaries of the dividend is set as the Friday 17th July 2009. The beneficiaries of the dividend are those persons registered in the records of the DSS on the above-mentioned date of determination of beneficiaries (record date). The ex date is set as the Wednesday 15th July 2009. The payment of the dividend of the financial year 2008 will start on Thursday 23rd 2009.
Furthermore, within the framework of the General Assembly that took place with the participation of 73,04% of the company's share capital, there was a unanimous approval of the Company's Annual Financial Statements, for the fiscal year 01/01-31/12/2008, as well as of the Board of Directors' and the Auditors' Reports for the same period.
A new Board of Directors was also elected, increasing its membership from five to seven people. The Board consists of Messrs: Nicholaos K. Koukountzos, Menelaos K. Koukountzos, Konstantinos N. Koukountzos, Dimitrios A. Daios, Stergios N. Georgalis and the newly appointed Mr. Vassilios T. Ziogas and Koukountzos N. Nicholaos. Accordingly, the same Meeting has also appointed the Audit Committee and the members who compose it.
During the General Meeting, the chairman of Kleemann, Nicholaos K. Koukountzos pointed out the actions that take place within the Group in order for it to adapt to the new economic environment. More specifically, he spoke about the rationalization of costs and the intensification of export activities to new markets and the production-trading of new products (escalators, parking systems, solutions for the disabled persons, antiseismic -lift, etc.).
In the meantime, the president of the company referred to the improved liquidity of the group, based on which there is unhindered financing of its operating and investment program needs, while at the same time there is a possibility created to reduce net borrowing.
Finally, the president, Mr Nikolaos N. Koukountzos, announced that the shareholders of the minority of the subsidiary company "Moda Cabina" who hold the 15% of Moda Cabinas' share capital opted out their participation in the company on 22/06/2009. Kleemann acquired the above percentage after an agreement with the shareholders of the 15%. According to the law and the Articles of Association an increase of the share capital will take place in the amount of 1.000.000 euros which will be covered in whole from the parent company.
HELLENIC TELECOM. ORG. : 57th Annual General Assembly of Shareholders
|57TH ANNUAL GENERAL ASSEMBLY OF SHAREHOLDERS
ATHENS, Greece - June 25, 2009 - Hellenic Telecommunications Organization SA (ASE: HTO, NYSE: OTE), the Greek full-service telecommunications provider, yesterday held its 57th Annual General Assembly of Shareholders, during which 58.89% of its shareholders were present.
During the meeting, shareholders approved:
- The Management Report of the Board of Directors, the Audit Report prepared by Certified Auditors on the stand-alone and consolidated financial statements of OTE SA of 31/12/2008, including the annual financial statements (both stand-alone and consolidated) of 31/12/2008. They also approved the distribution of a euro 0.75 dividend per share. The ex-dividend date will be June 29, 2009, the record date will be July 1, 2009, while dividend payment will commence on Tuesday, July 7, 2009 through Piraeus Bank in accordance with the Athens Stock Exchange and the dematerialized Securities system.
- The exoneration of the members of the Board of Directors and the Auditors of all liability for fiscal year 2008, pursuant to article 35 of Codified Law 2190/1920.
- The appointment of Chartered Auditors Ernst & Young for the Ordinary Audit of the financial statements (both stand-alone and consolidated) according to the International Financial Reporting Standards for the fiscal year 2009 and determination of its fees.
- The remuneration paid to the members of the Board of Directors, the Audit Committee and the HR Remuneration Committee for fiscal year 2008 and determination of their remuneration for 2009.
- The remuneration paid in 2008 to the Chairman of the Board of Directors and CEO, determination of a special premium based on efficiency for fiscal year 2008 and determination of his remuneration for 2009.
- The basic terms and conditions of a project to be assigned to the member of the Board, Mr. Kevin Copp and to the CEO, pursuant to article 23a of the Law 2190/1920, and authorization to conclude such contract.
- The renewal of agreement for the covering of civil liability of members of the Board of Directors and the company's executive directors in the exercise of their responsibilities, duties or authorities.
With regards to the amendments to the terms of the stock option plan for executives of the Company and affiliated companies, according to article 42å of the Codified Law 2190/1920, this was not discussed due to the absence of the required quorum of 2/3 of the share capital, in accordance with applicable law and the company's Articles of Incorporation. As a result, the company will hold a repeated General Assembly of Shareholders.
The Annual General Assembly also elected a new ten-member Board of Directors for a three year term, pursuant to the relevant Articles of the company's Articles of Incorporation, and appointed the independent members of the Board of Directors.
Following the conclusion of the Annual General Assembly of Shareholders, ÏÔÅ's Board of Directors now comprises of:
Panagis Vourloumis Chairman / CEO, Executive member
Haralambos Dimitriou Vice-Chairman, Non-Executive member
Iordanis Aivazis Executive member
Kevin Copp Executive member
Hamid Akhavan-Malayeri Non-Executive member
Guido Kerkhoff Non-Executive member
Leonidas Evangelidis Non-Executive/Independent member
Kostantinos Michalos Non-Executive/Independent member
Yannos Benopoulos Non-Executive/Independent member
Panagiotis Tabourlos Non-Executive/Independent member
The General Assembly of Shareholders also elected the Audit Committee which comprises of independent members of the Board, Mr. P. Tabourlos, (President of the Committee), Mr. L. Evaggelidis (member), Mr.I. Benopoulos (member).
Mr. Iordanis Aivazis, who is elected member of the Board of Directors of OTE SA for the first time, holds a degree in Economics from Athens University, a Master of Arts (MA) inMarketing and Finance from Lancaster University, UK, as well as a Postgraduate Diploma in Industrial Economics from the same university. He speaks English and French.
Between 1980 and 2001 he worked in the Banking sector, holding senior managerial positions. After pursuing a career in banking he joined the OTE Group in February 2001. Since then he has been member of the Board of Directors and Executive Vice President of OTE Investments. In March 2003, he was appointed OTE Group Chief Financial Officer and from April 2004 until June 2007 he served as Chief Financial Officer of OTE SA.
Since June 2007 he has served as Chief Operating Officer of OTE SA.
OTE Group is Greece's leading telecommunications organization and one of the pre-eminent players in Southeastern Europe, providing top-quality products and services to its customers.
Apart from serving as a full service telecommunications group in the Greek telecoms market, OTE Group has also expanded during the last decade its geographical footprint throughout South East Europe, acquiring stakes in the incumbent telecommunications companies of Romania and Serbia, and establishing mobile operations in Albania, Bulgaria and Romania. At present, companies in which OTE Group has an equity interest employ over 30,000 people in five countries, and our portfolio of solutions ranges from fixed and mobile telephony to Internet applications, satellite, maritime communications and consultancy services.
Listed on the Athens Stock Exchange, the company trades under the ticker HTO as well as on the New York Stock Exchange under the ticker OTE. In the U.S., OTE's American Depository Receipts (ADR's) represents - ordinary share.
Additional Information is also available on http://www.ote.gr.
OTE: Dimitris Tzelepis - Head of Investor Relations
Tel: +30 210 611 1574, Email: firstname.lastname@example.org
Maria Kountouri - Assistant to the Head of Investor Relations
Tel: +30 210 611 5381, Email: email@example.com
Nektarios Papagiannakopoulos - Senior Financial Analyst, Investor Relations
Tel. +30 210 611 7593, Email: firstname.lastname@example.org
Christina Hadjigeorgiou - Financial Analyst, Investor Relations
Tel: +30 210 611 1428, Email: email@example.com
Dimitris Tsatsanis - Financial Analyst, Investor Relations
Tel: +30 210 611 6071, Email: firstname.lastname@example.org
Daria Kozanoglou - Senior Communications & Regulatory Affairs Officer, Investor Relations
Tel: +30 210 611 1121, Email: email@example.com
Eftychia Tourna - Communications & Regulatory Affairs Officer, Investor Relations
Tel: +30 210 611 7236, Email: firstname.lastname@example.org
Eleni Agoglossaki - Communications & Regulatory Affairs Officer, Investor Relations
Tel: +30 210 611 7880, Email: email@example.com
Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. All forward-looking statements are subject to various risks and uncertainties that could cause actual results to differ materially from expectations. The factors that could affect the Company's future financial results are discussed more fully in the Company's filings with the U.S. Securities and Exchange Commission (the "SEC"), including the Company's Annual Report on Form 20-F for 2007 filed with the SEC on June 24, 2008. OTE assumes no obligation to update information in this release.
PIRAEUS BANK S.A. : Announcement.
|In accordance with the provisions of article 9 par. 5 of Law 3556/2007, Piraeus Bank informs the investors that after the completion of the share capital increase, resolved on the General Shareholder's Meeting of 30.04.2009, the Bank's share capital amounts to euros 1.974.019.914,81 divided into 336.272.519 common registered voting shares and 77.568.134 preferred non - voting shares, all having a nominal value of euros 4,77 each.|
HELLENIC TELECOM. ORG. : Announcement about ex-dividend date and dividend payment .
|The Board of Directors of Hellenic Telecommunications Organization SA (OTE SA) informs its shareholders that, pursuant to the decision of the company?s Annual General Assembly of Shareholders, of June 24, 2009, the dividend for fiscal year 2008 amounts to euro 367.612.791,75 or euro 0.75 per share. The said dividend is subject to a 10% withholding tax (euro 0.075 per share, in accordance with the provisions of greek Law 3697/2008), and therefore shareholders will receive a net dividend amount of euro 0.675 per share.
The ex-dividend date will be June 29, 2009. Dividend payment will commence on Tuesday, July 7, 2009.
MOTORCYCLES AND MARINE ENGINE TRADE AND IMPORT COM : Share Buy Back.
|MOTODYNAMICS S.A. announces in accordance with article 16 of Greek Law 2190/20 and with Regulation no 2273/2003 of the European Comity, pursuant to the decision of the Annual General Meeting of Shareholders dated 30/5/2008 and the resolution of the Board of Directors dated 6/10/2008, that has proceeded on 24/06/2009 to the purchase of 450 own shares with an average purchase price Euro 1,99 per share and a total purchase price Euro 911,04. The above 450 shares were purchased through ALPHA FINANCE.
PUBLIC POWER CORPORATION SA : Announcement
|Public Power Corporation S.A. announces that, the presentation and the speech of the Chairman and CEO, Mr Takis Athanasopoulos, to the Annual General Meeting of Shareholders, is available on the Company's web site (www.dei.gr).|
EUROBANK PROPERTIES REIC : Announcement of regulated information according to the law 3556/2007.
|Eurobank Properties REIC (the Company) in accordance with the provisions of Laws 3556/2007 and 3340/2005, as well as the Decision 1/434/3.7.2007 of the Hellenic Capital Market Commission, announces that Lamda Development S.A. on June 23, 2009 acquired 877 Company's registered common shares with total amount of euro 6.095,15. It is noted that Lamda Development S.A. pursuant to the provisions of Law 3340/2005 a related legal entity with Mr. George C. Papageorgiou who is Vice-President and non executive member of the Company's Board of Directors while is President and executive member of Lamda Development Board of Directors.
J. & P. - AVAX S.A. : Decisions of AGM of 24.06.2009
|The Annual General Meeting of the Company's shareholders was held on June 24, 2009 at its headquarters, with 75.84% of total voting rights being represented.
Shareholders voted on the agenda as follows:
Item 1: Annual Accounts 2008, Directors' Review and Auditors Review [75.77% in favour]
Item 2: Distribution of a ?0.05 dividend per share for fiscal 2008 to shareholders on register at the close of the June 30, 2009 session of the Athens Stock Exchange, [75.84% in favour]
Item 3: Waiver of responsibility of Board of Directors and Auditors for 2008 accounts [68.83% in favour]
Item 4: Election of BDO Auditing as auditors to the 2009 accounts [75.84% in favour]
Item 5a: Approval of a gross ?900,000 total remuneration of members of the Board of Directors for 2008 [74.49% in favour]
Item 5b: Preliminary approval of a gross ?900,000 total remuneration of members of the Board of Directors for 2009 [74.49% in favour]
Item 6: Approval of participation of the Company into other companies and joint ventures in 2008 [74.49% in favour]
Item 7: Replacement of members of the Board of Directors [the item was not discussed because no need for director replacement arose]
Item 8: Election of new Board of Directors for a three-year term to 30.06.2012, as follows: Dakis Joannou (non-executive), Constantine Kouvaras (executive), Nikolaos Gerarhakis (executive), Constantine Mitzalis (executive), George Demetriou (executive), Constantine Lysarides (executive), Christos Joannou (executive), John Pistiolis (non-executive), Efthyvoulos Paraskevaides (non-executive), Constantine Shiacolas (non-executive), John Hastas (independent, non-executive), David Watson (independent, non-executive), [75.84% in favour]
Item 9: Amendment of Investment Plan regarding the appropriation of the funds raised through a reserved rights issue in 2007 [75.84% in favour]
Item 10 Election of Audit Committee, in accordance with article 37 of Law 3693/2008, as follows: Constantine Shiacolas (non-executive director), John Hastas (independent, non-executive director), and David Watson (independent, non-executive director) [75.84% in favour]
Item 11: Approval as per article 23a of Corporate Law2190/1920 on contracts signed between the Company and members of its Board of Directors and their related parties [75.63% in favour]
Item 12: Approval as per article 23a of Corporate Law2190/1920 on members of the Board of Directors participating in the management of companies with similar activities [75.84% in favour]
Item 13: The chairman of the AGM informed shareholders of latest developments concerning the Company [75.84% in favour].
EUROBANK PROPERTIES REIC : Announcement of regulated information according to the law 3556/2007.
|Eurobank Properties REIC (the Company) in accordance with the provisions of Laws 3556/2007 and 3340/2005, as well as the Decision 1/434/3.7.2007 of the Hellenic Capital Market Commission, announces that Lamda Development S.A. on June 24, 2009 acquired 2.000 Company's registered common shares with total amount of euro 13.800. It is noted that Lamda Development S.A. pursuant to the provisions of Law 3340/2005 a related legal entity with Mr. George C. Papageorgiou who is Vice-President and non executive member of the Company's Board of Directors while is President and executive member of Lamda Development Board of Directors.
HELLENIC TELECOM. ORG. : Invitation to the repeated fifty-seventh (57th) Ordinary General Assembly.
|Pursuant to the Law and the Articles of Incorporation and following resolution no 2836 of the Board of Directors, dated 24/06/2009 (agenda item 2), the Shareholders of the Hellenic Telecommunications Organization SA are hereby invited to the Repeated Fifty-Seventh (57th) Ordinary General Assembly of Shareholders, on July 10, 2009, at 16:30 hours, at the Company's headquarters (99, Kifissias Ave - Athens), in order to discuss and decide upon the following:
1. Amendment of the terms of the Stock Option Plan for executives of the Company and affiliated companies, according to article 42e of the Codified Law 2190/1920.
In the said Repeated Ordinary General Assembly, all Shareholders of the Company may participate, in person or by proxy. For this purpose:
- If the securities are registered in the shareholders' Special Accounts, blocking, in part or in full, of their securities should be requested by the Central Securities Depository. Upon the aforementioned blocking, the Central Securities Depository shall issue certificate confirming the blocking of securities and the capacity of shareholder entitled to participate in the general assembly. The certification should be submitted to the OTE Share Registration Office (1st floor, 15, Stadiou Street ? Athens) at least five (5) full days prior to the appointed date and time of the Ordinary General Assembly, along with the required documents for their representatives? legalisation.
- If the securities are not registered in a Special Account, Shareholders should request the blocking, in full or in part, of their securities by the Operator administering the Sub-Account in which the securities have been registered (according to Dematerialized Securities System). Upon the aforementioned blocking, the Central Securities Depository shall issue certificate confirming the blocking of securities and the capacity of shareholder entitled to participate in the general assembly. The certification should be submitted to the OTE Share Registration Office (1st floor, 15, Stadiou Street - Athens) at least five (5) full days prior to the appointed date and time of the General Assembly, along with the required documents for their representatives? legalisation.
GEK TERNA HOLDING, REAL ESTATE, CONSTRUCTION S.A. : General Meeting Decisions
|Today, the 25th day of June 2009, the Shareholders of the company GEK TERNA S.A. held the Ordinary General Assembly, in which 84 Shareholders holding 38.854.770 shares and voting rights, thus a percentage 45,24% of the share capital, participated.
The Shareholders' General Assembly, with the above mentioned quorum of 45,24%, decided as following on all the items of the Agenda, except for the 8th item "Expansion of the Scope of Works of the Company and amendment of the relevant article 2 of the Articles of Association", for which, according to the said Articles of Association, an increased quorum of 66,67% is required. The Shareholders present in the Assembly, voted and unanimously decided that the General Assembly should decide on all the items of the Agenda, for which an increased quorum is not required and that the 8th item will be referred to a Repeat Assembly, scheduled for Monday, 6th of July 2009, at 10:00 in the same place, as it has already been notified with the Invitation addressed to the Shareholders dated 2/6/09 published 3/6/09.
Ôhe General Assembly approved with a majority of 38.766.026 shares out of a total of 38.854.770, in whole the Financial Statements (Company and Consolidated) for the financial year 2008, as these statements were published in the Press and were analytically presented in the Annual Report, which was distributed to the Shareholders present in the Assembly.
The General Assembly unanimously approved the distribution of profits for the year 2008 and in particular, the distribution of the amount of euros 500.000 as remuneration of the Members of the Board of Directors and as well as the distribution of a dividend which increased by the dividends corresponding to the own shares held by the Company amounts to ? 0.12 per share. Following the 10% tax withholding the net dividend amounts to ? 0,108 per share. From Monday, June 29, 2009 the Company's shares will be negotiated without the right to dividend. Beneficiaries of the dividend are the investors who are registered in the D.S.S. on July 1, 2009 (record date). By virtue of a decision of the same Shareholders' General Assembly the dividend's distribution will commence on Tuesday, July 7, 2009 through PIRAEUS BANK.
Regarding the 3rd item the General Assembly approved with a majority of 38.847.008 shares out of a total of 38.854.770, that the member of the B.o.D Mr. Angelos Pappas will continue to receive fees from the Company for his services rendered to the Company apart from his duties as a member of the B.o.D. and assigns the B.o.D. to determine the amount of his fees.
The General Assembly, by nominal vote, discharged with a majority of 38.847.008 shares out of a total of 38.854.770, the Members of the Board of Directors and the Auditor jointly and severally from any liability or compensation deriving from the exercise of their duties for the financial year 2008.
Further on, the General Assembly elected with a majority of 38.847.008 shares out of a total of 38.854.770, from the members of the company "SOL S.A. CHARTERED AUDITORS" Mr. Vasilios Papageorgakopoulos as Regular Certified Auditor for the financial year 2009 and Mr. Dimitrios Stavrou as Deputy, arranging as fee the one set forth by the company "SOL S.A. CHARTERED AUDITORS" which applies to all of its members.
The General Assembly with a majority of 38.847.008 shares out of a total of 38.854.770, ratified the election of Mr. Nikolaos Kalamaras as an independent non executive member of the BoD replacing Mrs. Maria Kaltsa who had resigned, election which was decided during the meeting of the B.o.D held on June 1st 2009.
Regarding the 7th item of the Agenda, the General Assembly with a majority of 38.847.008 shares out of a total of 38.854.770, approves of the establishment, according to article 37 of Law 3693/2008, of a Control Committee and appoints as members Messrs Panayotis Pothos, Dimosthenis Kassavetis and Nickolaos Kalamaras, whereas the latter, Mr. Kalamaras is an independent non executive member of the BoD with verified adequate knowledge in accounting and auditing.
The General Assembly gave with a majority of 38.847.008 shares out of a total of 38.854.770, its permission and approval for the participation of Members of the Board of Directors and Executives of the Company in the management of other companies, which are in any way connected with the Company.
Regarding the Item "Announcements, approvals and discussion of matters of general interest" the General Assembly in favour of which 38.531.128 shares and voting rights of total 38.854.770 were cast, the Management of the Company informed the attending Shareholders on the recent developments and on the progress of the Company's activities.
The shares of the Shareholders, which have been blocked for their participation in today?s Ordinary General Assembly, will remain blocked for the A? Repeat Assembly of 6/7/2009. It is noted that if requested by any Shareholder, such shares may be released, through their User or directly through Hellenic Exchanges SA.
GEK TERNA HOLDING, REAL ESTATE, CONSTRUCTION S.A. : Announcement of dividend
|We make known that the Shareholders' Ordinary General Assembly of our Company, which was held today, on June 25,2009 approved the payment of dividend of 0,12 euro per share, following a relevant suggestion of the Board of Directors.
Following the 10% tax witholding the net dividend amounts to 0,108 euro per share.
By virtue of a decision of the same Shareholders' General Assembly, beneficiaries of the dividend are the investors who are registered in the D.S.S. on July 1, 2009 (record date).
From Monday, June 29, 2009 our Company's shares will be negotiated without the right to dividend.
The dividend's distribution will commence on Tuesday, July 7, 2009 through PIRAEUS BANK.
Forthnet S.A. : Announcement of regulated information of the Law 3556/2007 and the article 13 of the Law 3340/2005
|Forthnet S.A. (the "Company") announces in accordance with the Law 3340/2005 (article 13), the HCMC Decision 3/347/2005, as well as the Law 3556/2007 and the HCMC Decision 1/434/3.07.2007 that Forgendo Ltd, a legal entity related to Forthnet's BoD Members Mr. Deepak Srinivas Padmanabhan and Mr. Saviour Portelli, notified on the 25th of June 2009 the Company, of the acquisition of 300,000 common registered shares in the Company, with a total value of 530,580.00 euros, which took place on the 23rd of June 2009.
TITAN CEMENT COMPANY S.A. : Notice of decisions taken by the Annual General Meeting of shareholders on 24.6.2009
|The Annual General Meeting of Shareholders, which was held on 24.6.2009, in Athens, at the Grand Bretagne Hotel, was lawfully attended by 278 shareholders representing 42,228,563 common registered shares of a total of 76,977,814 common registered shares and there was a 57.23% quorum of the paid-up Company Share Capital, not counting the 3,187,697 Company's own common shares. 48 shareholders representing 4,155,243 preference shares without voting rights, of a total of 7,568,960 preference shares without voting rights, were also in attendance. The Meeting discussed and took decisions on all items of the agenda, as follows:
ITEM 1: Submission and approval of the Company's annual financial statements for the year 2008 along with the relevant reports of the Board of Directors and the Auditors and of the distribution of profits recommendation.
It was decided by 42,228,563 votes, i.e. 99.98% majority of the votes represented at the Meeting, to approve the Annual Financial Statements for the year 2008, and the Reports prepared by the Board of Directors and the Auditors, as well as the recommended distribution of profits for the year 2008 providing the distribution of a dividend of euro 0.42 per share (for both ordinary and preference shares). The dividend will be increased by the dividend corresponding to the Company's own shares, and consequently, there will be an additional payment of euro 0.01649 per share, and after the withholding of a 10% tax (i.e. euro 0.04365 per share), the net amount to be collected by the Shareholders will be amounting to euro 0.39284 per share. Friday, 26th June 2009, has been set as the ex-date and, therefore, as of that date the Company shares will be traded on ATHEX without the right to receive dividend for the year 2008. The start date for payment of the dividend is 6.7.2009. The dividend will be paid through ALPHA BANK as follows: 1. To the operators (custodians and securities firms) of the beneficiary Shareholders provided that the Shareholders have granted them the right to collect dividends on their account.
2. Ôo the Shareholders themselves, through the branch network of Alpha Bank, by presenting their ID, as well as their particulars in the Dematerialized Securities System, in case they keep their shares with the Hellenic Exchanges S.A. or they have not given to their Operator the authority to collect dividend on their account or they have recalled such authority. The dividend may also be collected by a third person if, such person, apart from the above, holds an authorization with the full data of the beneficiary Shareholder verified for the authenticity of the signature of the Shareholder by the Police or any other competent Authority.
ITEM 2: Release of the members of the Board of Directors and the auditors from any liability for compensation for the year 2008.
It was decided by 42,212,264 votes, i.e. 99.96 % majority of the votes represented at the Meeting, to release the members of the Board of Directors and the auditors from any liability to pay compensation for the year 2008.
ITEM 3: Approval of fees of the members of the Board of Directors.
It was decided by 42,209,764 votes, i.e. 99.96% majority of the votes represented at the Meeting, to approve the payment of the fees of the members of the Board of Directors and its Committees for the year 2008, as such fees were pre-approved by the General Assembly of 20.5.2008. In particular, the following payments were approved:
a. A total gross amount of euro 288,000 to the members of the Board of Directors for their participation in it (i.e. a net amount of euro 14,400 to each member).
b. A total gross amount of euro 38,400 to the members of the Audit Committee (i.e. a net amount of euro 9,600 to each member).
c. A total gross amount of euro 19,200 to the members of the Remuneration Committee (i.e. a net amount of euro 4,800 to each member).
d. A total gross amount of euro 19,200 to the Nomination and Corporate Governance Committee (i.e. a net amount of euro 4,800 to each member).
Additionally, it was pre-approved the payment, for the year 2009, to the members of the Board of Directors and its Committees of the same fees, as for the year 2008.
ITEM 4: Assemble of the Audit Committee under article 37 of law 3693/2008
It was decided by 42,217,898 votes, i.e. 99.97% majority of the votes represented at the Meeting, the assemble of the Audit Committee (Auditing Committee) under article 37 of law 3693/2008, members of which were appointed the independent and non-executive members of the Board of Directors, Messrs Efthymios Vidalis, Apostolos Tamvakakis and Vassilios Fourlis.
ITEM 5: Election of regular and substitute auditors for the year 2009 and approval of their remuneration.
It was decided by 42,217,898 votes, i.e. 99.97% majority of the votes represented at the Meeting, to elect the company "Ernst & Young" with the regular auditor-accountant being Mr. Christos Glavanis, son of Michalis, and the substitute auditor-accountant being Ms. Sofia Kalomenidou, daughter of Georgios, to audit the Company's Financial Statements and the Group's Consolidated Financial Statements for the year 2009, and to set their fees for the auditing of the Company's Financial Statements at euro 145,495 + VAT and for the auditing of the Consolidated Financial Statements at euro 147,505 + VAT.
ITEM 6: Granting of authorization, pursuant to article 23 par.1 of c.l. 2190/20 to the members of the Board of Directors and to managers of the Company to participate in the Boards of Director or in the management of Group companies pursuing the same or similar scopes.
It was decided by 42,217,898 votes, i.e. 99.97% majority of the votes represented at the Meeting, to grant an authorization pursuant to Article 23(1) of c.l. 2190/1920 to the members of the Board of Directors and the managers of the Company to participate in the Boards of Directors or the management of Group companies pursuing the same or similar scopes.
MINOAN LINES SA : Announcement of regulated information according to the Law 3556/2007
|The company Minoan Lines S.A. announces that the legal entity (GRIMALDI COMPAGNIA DI NAVIGAZIONE Spa) associated with Mr Emanuele G. Grimaldi Chairman of the Board of Directors (Liable person according to the article 13 of L. 3340/2005) bought 2,000 ordinary shares of a total value of euro 6,015.20 on June 23, 2009.
The aforementioned announcement is in accordance with L. 3556/2007 (art.3 and 21) and in combination with the resolution of the H.C.M.C. 1/434/3.7.2007 (Art. 11).
SCIENS INTERNATIONAL INVESTMENTS AND HOLDINGS SA : Purchase of own shares
In accordance with article 4, par. 4 of Regulation 2273/2003 of the Commission of European Union, "Sciens International Investments and Holdings S.A." announces that following the resolution of the Extraordinary General Meeting of the Shareholders dated February 05, 2008 and the Board of Directors' resolutions dated March 5, 2008 and September 30, 2008, and in accordance with article 16 of L. 2190/1920, during the trading session of 25.06.2009 acquired 20,862 own shares through "MERIT Securities A.E.P.E.Y." at the price of euro 0.64 per share and the total value of the transaction amounted to euro 13,455.46.
KIRIACOULIS MEDITERRANEAN CRUISES SHIPPING S.A. : Termination of Market Making Contract
|KIRIACOULIS MEDITERRANEAN CRUISES SHIPPING S.A. announces to the general public that at the close of the trading session of June 18th, 2009 the market making contract between the company and the member of ATHEX "BETA SECURITIES S.A." was terminated, thus no market making services are provided from June 19th, 2009 onwards.
TERNA ENERGY S.A. : Announcement
|TERNA ENERGY S.A., informs Investors, according to article 19 §2 of L. 3556/2007 and the Athens Exchange Regulation, that the draft with the proposed expansion of the corporate objective and the relevant amendment of article 3 of the Articles of Association, has been posted on the Company's website www.terna-energy.gr in view of the Company's upcoming Extra-Ordinary General Shareholders' Meeting that will take place on June 29, 2009. The additions are indicated with underlining.|
PUBLIC POWER CORPORATION SA : RESULTS OF THE 7th ANNUAL GENERAL MEETING OF THE SHAREHOLDERS OF "PUBLIC POWER CORPORATION S.A."
|PUBLIC POWER CORPORATION SA announces that, the 7th Annual General Meeting of the Shareholders, was held on Thursday, 25 June 2009, with a quorum of 55.9%. The following items were discussed and approved by the Annual General Meeting of Shareholders:
ITEM ONE: Approval of PPC S.A.'s stand alone and consolidated Financial Statements for the 7th fiscal year (from 1.1.2008 to 31.12.2008) as well as approval of the unbundled Financial Statements pursuant to article 20 of Law 3426/2005
ITEM TWO: Approval of non distribution of dividend for the fiscal year from 1.1.2008 to 31.12.2008.
ITEM THREE: Release of the members of the Board of Directors and of the chartered accountants from any responsibility for compensation concerning the fiscal year from 1.1.2008 to 31.12.2008 pursuant to article 35 of Codified Law 2190/1920.
ITEM FOUR: Ratification of appointment of the new members of the Board of Directors and their capacity.
ITEM FIVE: Amendment of the articles 10, 11, 12, 18, 20, 21, 23, 24, 25, 26, 30, 31, 32, 34, 35, 36 and abolition of chapter G - article 37 of the Articles of Incorporation.
ITEM SIX: Approval of the remuneration and compensation paid to the Members of the Board of Directors of the Company for the fiscal year from 1.1.2008 to 31.12.2008 and pre-approval of the gross remuneration and compensation for the fiscal year from 1.1.2009 to 31.12.2009.
ITEM SEVEN: Appointment of chartered accountants for the fiscal year from 1.1.2009 to 31.12.2009 pursuant to articles 31 and 32 of the Articles of Incorporation of the Company and approval of the chartered accountants remuneration for the abovementioned fiscal year.
ITEM EIGHT: According to the provisions of L. 3693/2008 (art. 37), the General Assembly appoint Messrs Panagis Karellas, Michail Kefalogiannis and Georgios Mergos as the three members of the company's Audit Comittee, which are non-executive BoD members.
FOLLI - FOLLIE S.A. : General Meeting Decisions
|The Company announces that the Annual General Meeting of the Shareholders that took place on 25/06/2009, has taken the following decisions:
1. The financial statements of the company year 1.1.-2008-31.12.2008 as well as the reports of the Board and of the Auditors were approved.
2. From the amount reserved for the disposal of the net profits of the company, year 1.1.2008-31.12.2008, an ordinary reserve amounting to 246.224,68 euro, as well as the distribution of a dividend of 0,10 euro per share. At this amount will be added the dividend of own shares namely 0,00073 per share and therefore the total amount of the dividend per share will be 0,10073 euro. Followint the withholding tax 10% the net payable dividend per share is 0,090657. Beneficiaries of the dividend are shareholders of the company holding shares at the closing of the Athens Exchange trading session of 22.07.2009 (record date). The ex-date is the 20.07.2009. The payment of the divident will commence on the 27/07/2009 through the PIRAEUS BANK
3.For the year 2008 the amount of 300.000 Euro was approved to be distributed to the members of the Board of Directors as per the item of the distribution list "Remuneration of the board of directors", the allocation thereof will be made by the board of directors depending the on the services provided.
4.The Members of the Board of Directors and the Statutory Auditors-Accountants were released from any liability for the company year 1.1.2008-31.12.2008.
5. Mr. George Varthalitis was elected as ordinary auditor and Mrs. Chryssula Tsakalogiani was elected as substitute Auditor, both members of the BAKER TILLY HELLAS A.E. Their renumeration will be fixed according to the remunerations of S.O.E.L.
6. The provision of a guarantee from the company in favour of Alpha Bank and Emporiki Bank in order to secure the bond loan of 60.000.000 euro issued by the subsidiary HDFS S.A. was approved. The provision of guarantees from the company in favour of banking institutions as security of loans that wil be granted to subsidiaries up to the amount of 50.000.000 euro was approved.
7. The election of Mssrs. Kouloukountis Elias, independent non executive member of the B.O.D., Mantzavinos Zacharias, non executive member of the B.O.D., Law Chiu Chuen non executive member of the B.O.D., as members of the internal audit committee persuant to article 37 of law 3693/2008 was aprroved.
8. General breifing has been made to the shareholders concerning the course of business of the company and its perspective.
On the abofe Annual General Meeting were present 43 shareholders representint the 51,66% of the total capital (17.020.565 shares).
On the above matters of the daily agenda the percentages of the present shareholders and the quorum are as follows:
Matter 1. 51,66% presents, 51,52% positive votes, 0,01% voted present and 0,13% voted abstain.
Matter 2. 51,66% presents, 51,19% positive votes, 0,12% voted present, 0,29% against, 0,06% abstain.
Matter 3. 51,66% presents, 51,48% positive votes, 0,12% voted against, and 0,06% voted abstain.
Matter 4. 51,66% presents, 51,60% positive votes, 0,06% voted abstain.
Matter 5. 51,66% presents, 51,48% positive votes, 0,12% voted against, 0,06% voted abstain.
Matter 6. 51,66% presents, 51,19% positive votes, 0,06% voted abstain, 0,41% voted against.
Matter 7. 51,66% presents, 51,48% positive votes, 0,12% voted against, and 0,06% voted abstain.
Matter 8. 51,66% presents, 51,19% positive votes, 0,06% voted abstain, and 0,41% voted against.
FOLLI - FOLLIE S.A. : Announcement
|The company announces that the Annual General Meeting of 25/06/2009 approved the distribution of a dividend of 0,10 euro per share. At this amount will be added the dividend of own shares namely 0,00073 per share and therefore the total amount of the dividend per share will be 0,10073 euro. Followint the withholding tax 10% the net payable dividend per share is 0,090657. Beneficiaries of the dividend are shareholders of the company holding shares at the closing of the Athens Exchange trading session of 22.07.2009 (record date). The ex-date is the 20.07.2009. The payment of the divident will commence on the 27/07/2009 through the PIRAEUS BANK|
EFG EUROBANK ERGASIAS SA. : REPORT OF DIRECTORS OF EFG EUROBANK ERGASIAS S.A.
AS PER ART. 13 PAR. 10 OF C.L. 2190/1920
TO THE ANNUAL GENERAL MEETING OF SHAREHOLDERS
|The Directors of EFG Eurobank Ergasias S.A. (the "Bank") propose to the General Meeting of Shareholders of the Bank the issue of a callable convertible bond of up to ?500 million, through private placement, waiving pre-emption rights of existing shareholders.
This report has been prepared for submission to the Annual General Meeting of June 19th, 2009, or any adjournment thereof, as per art. 3a par. 1c of c.l. 2190/1920 in combination with art.13 par. 10 of the same law.
More specifically, the Directors would like to inform the Bank?s shareholders of the following issues:
A. Reasons for waiving pre-emption rights
The Directors recommend waiving pre-emption rights of existing shareholders to subscribe to the issue of the aforementioned callable convertible bond of up to euro 500 million, which will be placed with at least one special purpose foreign subsidiary of the Bank. The subsidiary/subsidiaries will then issue hybrid, callable securities, exchangeable with the Bank's shares, which mirror the terms and conditions of the bond issue. These hybrid instruments will be privately placed in the Greek and International markets. The reasoning for the proposal for existing shareholders of the Bank to waive pre-emption rights is as follows:
The issue of the convertible bond to a special purpose company with the waving of pre-emption rights of existing shareholders is necessary in order for the said company to issue, in turn, hybrid, Tier 1 instruments. The issue of these instruments is to the benefit of the Bank as they will strengthen its capital adequacy and therefore:
-Improve the Bank's credit rating, thereby facilitating the raising of new capital at low cost.
-Enable the restructuring of the Bank's own funds through repayment of other existing, higher cost instruments, when allowed by the economic conditions and subject to relevant approvals.
-Facilitate the further extension of credit to the Bank's customers and the Greek economy in general.
In such an economic climate, the issue of a financial product with the proposed features for private placement is deemed appropriate as:
-Achieves a significant reduction in the securities' interest rate, thereby reducing the economic cost for the Bank. A key feature of the current financial crisis is the preference of investors for low risk investments. Therefore, the right of conversion to Eurobank ordinary shares enables the holders of these securities to convert their investment into liquid assets, thus reducing the uncertainty of their investment. The Bank introducing an attractive product to the market, aims at its placement with a lower annual return.
-Facilitates the success of the issue. In the last few months, the investors' preference in subordinated debt is extremely limited or, at times, practically non-existent. The issue of the securities for private placement provides the necessary flexibility to complete the placement within a short time period and enables the Bank to exploit potentially favourable circumstances in the current, volatile market conditions. Moreover, in case of conversion, it enables the expansion of the Bank's shareholder base, without diluting the rights of the existing shareholders.
-A possible conversion- which could take place in 5 years and only in case the Bank does not redeem the callable bond, further to the distribution of increased dividends to ordinary shareholders (above the minimum provided by law), - shall not affect the capital base of the Bank.
Consequently, given the below proposed conversion price as well as the conditions for the exercise of the conversion rights, the waiving of pre-emption rights is appropriate, necessary and consistent, aiming at the aforementioned benefits for the Bank while not affecting in substance the financial position of shareholders as:
-The economic rights of the existing shareholders in the Bank?s assets are not dilutedas any conversion will be calculated on the market rates at the time of conversion on which any shareholder may acquire the Bank's shares; as opposed to a capital increase with significant discount, which apparently leads to dilution by reducing the existing shareholders' participation in the Bank's net assets.
-There will be no significant impact on the share price from this issue; as opposed to a capital increase, which requires a significant discount to the share price in order to be successful, especially in the present economic climate.
B. Justification for the issue price of new shares
In respect of the issue price of new ordinary shares of the Bank which will result on conversion, the Directors recommend the following:
The price at which the new shares will be issued, will be based on the share market price during the period immediately preceding the conversion, at a relatively small discount (for liquidity reasons), in order, as presented above, to ensure the success of the issue and to protect the economic rights of the existing shareholders.
The Board will decide on the final price or the conversion ratio prior to the issue of the callable convertible bond, in accordance with the prevailing market conditions at the time of the issue. In any case, the price cannot be lower than the nominal value of the share or higher than euro 50.
Taking into consideration all the above, the Board of Directors believe that the benefits to the Bank and its shareholders from the issue of the callable convertible bond to the aforementioned subsidiary justify existing shareholders waving their pre-emption rights and therefore, recommends the issue of the loan under the above terms.
ATTICA HOLDINGS S.A. : ATTICA GROUP PLACES ORDER AT DAEWOO FOR THE BUILDING OF
TWO NEW VESSELS FOR THE GREEK MARKET
|The Board of Directors of Attica Group S.A. is pleased to announce the signing of shipbuilding contracts with Daewoo Shipbuilding and Marine Engineering Co. (DSME), Korea for the building of two monohull-type, fast car-passenger ferries at a price of Euro 68.50mln a piece. The delivery of the first vessel will take place in spring 2011 and of the second vessel in the first quarter of 2012. Both ships are designed to operate in the Greek domestic waters. The ships will have overall length 145.5 meters and speed of 25.5 knots and the capacity to carry 2,400 passengers and 450 private vehicles or 50 freight units and 150 private vehicles.
Speaking of Attica's new investment, Mr. Petros Vettas, CEO of Attica said: "We are pleased to sign the shipbuilding contracts for the construction of two new vessels for our Group with the world-class shipyard DSME. The same shipyard has built our most successful vessels, Blue Star Paros, Blue Star Naxos and Blue Star Ithaki a few years ago. Our Group's scope to provide first class sea transportation services in domestic and international waters with modern, new and fast ships will be further enhanced with the addition of these two units".
Notes to Editors
1. Attica Group, a subsidiary of Marfin Investment Group, is the parent company of the shipowning companies of the Superfast and the Blue Star ferries. Its fleet of 13 ferries operates in the Greece-Italy sea routes, in the Cycladic and the Dodekanese islands and since March 2009 in the Piraeus-Herakleion, Crete route with the ultramodern Superfast XII.
2. Attica Group expects the delivery of newbuilding Superfast II in September 2009 to be deployed in the Patras-Igoumenitsa-Bari route.