A step closer to its final goal of merging with Hellenic Bank, Eurobank will soon own 93.47% of the bank.

The bank will make a new public offer for the acquisition of the remaining shares of Hellenic Bank in the new year and, in any case, holding more than 90% of the shares, it will exercise its statutory right of redemption and will take all necessary steps for the delisting of the shares of Hellenic Bank from the Cyprus Stock Exchange.

The announcement in detail

“Eurobank Bank Limited Company” (“Eurobank”), a subsidiary of “Eurobank Ergasias Services and Holdings Limited Company”, announces that it has entered into a share purchase and sale agreement (“SPA”) with Demetra Holdings Plc (“Demetra”) and Logicom Services Limited (“Logicom”) (together the “Sellers”) under which, Eurobank has agreed to acquire a 24.66% stake (101.794,409 shares) in Hellenic Bank Public Company Ltd (“Hellenic Bank”) for a total consideration of approximately EUR 493 million or EUR 4.843 per share (the “Transaction”).

Specifically, Eurobank will acquire 88,064,705 shares of Hellenic Bank (21.33%) from Demetra for a consideration of approximately EUR 426 million and 13,729,704 shares of Hellenic Bank (3.33%) from Logicom for a consideration of approximately EUR 66 million.

The Transaction is subject to regulatory approvals as well as the approval of the General Meeting of Demetra’s shareholders and will be completed upon their satisfaction and in any event no earlier than 8 February 2025, i.e. six months after the completion of the previous mandatory public offer. Until such time, the Sellers will continue to retain full legal and beneficial ownership of the Shares for sale and all rights thereunder.

The price agreed with the Cyprus Bankers’ Union, the Cyprus Bankers’ Welfare Fund, the Cyprus Bankers’ Union (Mental and Physical) Health Fund, and the Cyprus Bankers’ Welfare Fund, under the announcement of 7 November, will also be adjusted to €4,843 per share (the “ETYK Transactions”).

Eurobank already holds a 55.962% stake in Hellenic Bank and therefore, following the completion of the Transaction and the ETYK Transactions, its shareholding will amount to 93.47%.

In compliance with the provisions of the Public Offers Law of 2007 of the Cyprus legislation (the “Law”), Eurobank will, upon completion of the Transaction, make a Public Offer for all shares of Hellenic Bank not then owned by it at the same price, i.e. €4,843 per share. Given that, upon completion of the Public Offer, Eurobank will hold more than 90% of the issued share capital and voting rights of Hellenic Bank, Eurobank will exercise its right of redemption under Article 36 of the Law and will take all necessary steps to delist the shares of Hellenic Bank from the Cyprus Stock Exchange.

In addition, Eurobank announced the conclusion of a share purchase agreement with Logicom, under which Logicom has agreed to acquire for a total consideration of approximately EUR 27 million or EUR 1.55 per share (closing price on Friday, November 22), 8.58% of Demetra (17,152,353 shares), which was acquired by Eurobank on November 8. This transaction is subject to regulatory approvals and will be completed to their satisfaction.