AGROS Takeover Bid Results

 

Pursuant to the provisions of article 38 of the Takeover Bid Law of 2007, Law N.41(I)/2007, as amended (the “Law”), Mr. Balram Chainrai (the “Offeror”) announces that the acceptance period of the Takeover Bid for the acquisition of up to 100% of the issued share capital of AGROS DEVELOPMENT COMPANY "PROODOS" PUBLIC LTD (the “Offeree Company”, “AGRO”) (the “Takeover Bid”), expired on the 6th of March 2025. The Takeover Bid is considered successful, in accordance with article 10(1) of the Law, following the receipt of acceptances for a percentage of securities which, when added to those already held by the Offeror, give him more than 50% of the voting rights of the Offeree Company.   

At the date of this announcement, the total issued share capital of the Offeree Company consists of 3.590.215 ordinary shares of nominal value €1,71 each (the “Shares”).

On the 23rd of January 2025, date of the approval of the Takeover Bid document, the Offeror held directly 1.269.047 Shares, representing 35,35% of the total issued share capital and the voting rights of the Offeree Company. The Takeover Bid concerned the remaining 2.321.168 Shares, i.e. 64,65%, which were not held by the Offeror.

During the period, 24th of January 2025 to 19th of February 2025, the Offeror acquired 36.088 additional Shares, representing 1,01% of the Offeree Company at €3,00 per Share, through purchases made at the stock exchange trading sessions. Following the aforementioned purchases, the Offeror directly holds 1.305.135 Shares representing approximately 36,35% of the issued share capital and voting rights of the Offeree Company.

At the end of the acceptance period of the Takeover Bid, the total acceptance percentage reached 51,49% of the issued share capital of the Offeree Company, i.e. 1.848.764 Shares. Therefore, the Offeror, including the percentage already held together with the acceptance percentage of the Takeover Bid, directly secures a percentage of 87,85% of the issued share capital of the Offeree Company, i.e. 3.153.899 Shares.

It is noted that the final percentage of acceptance may change in case that during the final review of the Acceptance and Transfer Forms, as well as the documents required to accompany these forms, it is ascertained that data is incomplete or incorrect, and therefore cannot be accepted.

The payment of the consideration of €3,00 in cash per Share to all who have accepted the Takeover Bid will be made no later than 21 working days from the date of the announcement of the result of the Takeover Bid in the newspapers, i.e. by the 11th of April 2025.

The Offeror would like to thank the shareholders of the AGROS DEVELOPMENT COMPANY "PROODOS" PUBLIC LTD for their response.