Merger with Ergoinvest | Eurobank
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Merger with Ergoinvest

MERGER ANNOUNCEMENT
EFG Eurobank Ergasias S.A. announces that today, Thursday, April 10th, 2003, decision number K2-3669/9-4-2003 of the Minister of Development concerning the approval of the merger by absorption of the closed-end fund ERGOINVEST S.A. by ΕFG Eurobank Ergasias S.A., with simultaneous modifications in the Bank’s share capital, as well as in its nominal share value from 2.76 euros (prior to the merger) to 2.89 euros, was registered in the Societes Anonymes Registry of the Ministry of Development.In particular, the following modifications in the share capital of the Bank took place:a) Reduction by the amount of 22,305,011.76 euros, due to the cancellation of 8,081,526 own shares of EFG Eurobank Ergasias S.A. that had been acquired in order to support the share’s price in the Athens Stock Exchange.b) Reduction by the amount of 5,594,520 euros, due to the cancellation of 2,020,000 shares of EFG Eurobank Ergasias S.A., previously held by ERGOINVEST S.A., which, due to the merger, have been deemed own shares of the Bank and consequently, had to be immediately cancelled.c) Increase by the amount of 67,322,784.64 euros, namely by the amount equal to the difference arising from the subtraction of 31,097,215.36 euros - which is the total nominal value of 42,023,264 shares of ERGOINVEST S.A. that were held by ΕFG Eurobank Ergasias S.A. and which, therefore, were non-exchangeable with the Bank’s shares and, consequently, had to be immediately cancelled - from the share capital of 98,420,000 euros of ERGOINVEST S.A. d) Increase of the share capital for rounding purposes to the amount of 1,331,862.17 euros, by capitalization of equal amount of share premium.Thus, following the above merger, the Bank’s share capital amounts to 906,017,557.65 euros and is divided in 313,500,885 shares, of a nominal share value of 2.89 euros each.The registered shareholders of the above two companies on April 10th 2003 are entitled to the new shares that will be issued due to the merger according to the agreed exchange ratio. More specifically:
  • Each shareholder of ERGOINVEST S.A. will exchange 9 common non-registered shares of the above company to 1 new share of ΕFG Eurobank Ergasias S.A., with a nominal share value of 2.89 euros.
  • The shareholders of EFG Eurobank Ergasias S.A. will retain the number of the shares they already own, but with the adjusted nominal value of 2.89 euros per share.As of April 11th 2003, the trading of the shares of ERGOINVEST S.A., at the Athens Stock Exchange will cease.The shareholders of ERGOINVEST S.A. will have the right to participation in the profits of EFG Eurobank Ergasias S.A. for the fiscal year 2002. The date when the accounts of the old shareholders of ERGOINVEST S.A. will be credited with the new shares of EFG Eurobank Ergasias S.A., which will be issued as a result of the merger, will be announced through the Press. The date and the other details concerning the payment to the entitled shareholders of the product arising from the clearance of the fractional rights, will also be announced through the Press. For more details, Shareholders can address the Shareholders’ Department of EFG Eurobank Ergasias S.A., 5 Santaroza Str., tel. +30 (210) 3357158 & 3357159 during working days and hours. Athens, April 10th 2003EFG Eurobank Ergasias S.A.
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