CySEC Approves Eurobank’s Full Acquisition Bid for Hellenic Bank

On June 25, the Cyprus Securities and Exchange Commission (CySEC) approved the publication of the Public Offer Document for Eurobank S.A.'s bid to acquire up to 100 percent of Hellenic Bank’s issued share capital.

This approval was announced by Eurobank S.A. on Wednesday, stating that shareholders who accept the Public Offer will receive €2.56 per share, payable in cash.

Following their June 4, 2024, announcement regarding the mandatory public acquisition offer to all shareholders of Hellenic Bank Public Company Limited, Eurobank S.A., a subsidiary of Eurobank Ergasias Services and Holdings S.A., detailed that the acceptance period for Hellenic Bank shareholders will begin on July 1, 2024, and end on July 30, 2024, at 14:30.

Eurobank highlighted that the proposed consideration of €2.56 per share is at a 3.03 percent discount to the closing price of the share on the day before the Public Offer announcement.

However, it represents a 14.84 percent premium over the average closing price for the twelve months preceding the announcement. Additionally, the proposed consideration is at a 33.91 percent discount to the net asset value per share of Hellenic Bank, based on the unaudited summary interim consolidated financial statements for the quarter ended March 31, 2024.

Currently, Eurobank holds 229,029,857 shares directly, which equates to 55.48 percent of Hellenic Bank’s issued share capital, with these securities listed on the Main Market of the Cyprus Stock Exchange. "Therefore, in accordance with the relevant provisions of the Law, the Public Offer is deemed successful and is unconditional," Eurobank stated.

Moreover, Eurobank is obligated to acquire all the shares of the target company offered to it, based on the terms of the current Public Offer, provided no withdrawal or cancellation circumstances arise under Article 27 of the Law. Eurobank also mentioned that it will acquire shares of the Target Company during the Acceptance Period of the Public Offer at the offered consideration price of €2.56 during stock exchange meetings.

The Public Offer Document provides comprehensive details about the Public Offer, the offered consideration, and a detailed description of the acceptance process. The document, along with the Acceptance and Transfer Form, the Withdrawal Form, and the Investor Order Form, will be mailed to shareholders of Hellenic Bank who hold more than 0.01 percent of the shares of the Target Company.

Additionally, the Acceptance and Transfer Form, the Withdrawal Form, and the Investor Order Form will be available at branches of the Bank of Cyprus Public Company Limited and Eurobank Cyprus Ltd across Cyprus, at the central offices of the Public Offer Advisor, the Cyprus Investment and Securities Corporation Limited (CISCO) in Nicosia, as well as on the CISCO website (www.cisco-online.com.cy) and the CSE website (www.cse.com.cy).

Eurobank added that the approved Public Offer Document will be available free of charge in electronic form from July 1, 2024, on its website, the CSE website, and the Public Offer Advisor’s website, CISCO. Interested parties can also obtain a free copy of the Public Offer Document from July 1, 2024, at the offices of the Public Offer Advisor, CISCO, at Agios Prokopios and Poseidonos Street 1, 1st Floor, Engomi, 2406, Nicosia, Cyprus, telephone 22-121700, Monday to Friday from 8:00 to 17:00.

By fLEXI tEAM