Conversion of
This
announcement is released further to the announcement dated July 15, 2010
according to which Nemesis Asphalt Co Ltd announced its final decision to
submit a voluntary public offer to all shareholders of K.
KYTHREOTIS HOLDINGS PUBLIC LTD. The
Public Offer concerns the acquisition of up to 100% of the issued share capital
of K. Kytherotis Holdings with a proposed consideration of €0.25 per share
cash. On the same date, the Company held
directly 17.41% (7,391,625 shares) of the issued share capital of the Company,
while the persons who, pursuant to the Takeover Bid Law 41(I)/2007, are
regarded as acting in agreement with the Offeror held 8.82%. Specifically, BAYSHORE PROPERTIES LTD, 100%
subsidiary, held 7.07% (3,000,000 shares), while NEMESIS CONSTRUCTIONS PUBLIC
COMPANY LIMITED, which holds 100% of the issued share capital of the Company
held 1.75% (743,267 shares). Then, until
July 30, 2010, the Company had proceeded with the acquisition of 1,696,688 more
shares at prices of up to €0.25 per share.
No change in the participation of BAYSHORE
PROPERTIES LTD and NEMESIS CONSTRUCTIONS PUBLIC COMPANY LIMITED
resulted. As a result, on July 30, 2010,
the direct stake of the Company stood at 21.17% (8,988,313 shares) and its
total stake at 29.99% (12,731,580 shares).
Also, the Company submitted the Public Offer Document to the Securities
and Exchange Commission within the framework of paragraph 19(1) of the Takeover
Bid Law 2007 and announced it to the Commission for the Protection of
Competition. On July 20, 2010, the
Company had issued a supplementary announcement according to which there was no
pre-agreement or agreement in relation to the Public Offer between the Company
and Kythreotis family, which is the major shareholder of K. Kythreotis
Holdings. At the same time, on July 23,
2010 the Board of Directors of K. Kythreotis Holdings announced the intention
of its members, who held directly and indirectly 53.7% of the Company’s issued
shares. Not to accept the Public Offer.
On August 2, 2010, the Company proceeded with the acquisition of 149,508
shares of K. KYTHREOTIS HOLDINGS PUBLIC LTD. With this acquisition, its total stake in the
share capital of the Company reached 30.34% (12,881,088 shares), comprising of
direct participation of 21.52% and indirect of 8.82%. As a result, pursuant to article 13 of the
Law, the Public Offer is regarded as mandatory since the total stake of the
Company in the share capital of K. Kythreotis Holdings has exceeded 30%. The Company will take all necessary measures
to secure the approval of the Public Offer Document by the SEC.