Citigroup Global Markets Limited (Citigroup) and Deutsche Bank AG, London Branch (Deutsche Bank) as Joint Bookrunners and Keefe, Bruyette & Woods Ltd (KBW) as Joint Lead Manager, announce that they are placing up to 54,746,319 shares of Marfin Popular Bank Public Co Ltd (MPB) formerly known as Cyprus Popular Bank Ltd, representing approximately 15.32% of MPB through an accelerated bookbuild offering to Greek and international institutional investors on behalf of Marfin Financial Group SA Holdings (Marfin). As part of the placement, Dubai Financial LLC has agreed to buy 18,874,093 MPB shares at the same price as that determined by the bookbuild of the remaining up to 35,872,226 MPB shares. Citigroup, Deutsche Bank and KBW have also placed on behalf of Marfin at least 11.9 m shares of Egnatia Bank SA (Egnatia) to select pre-identified investors. The MPB and Egnatia shares'' tickers on Bloomberg and ISIN codes are respectively ticker: CPB CY on Bloomberg and ISIN: CY0000200119 and ticker: EGNAK GA on Bloomberg and ISIN GRS009013004. Any remaining shares of Egnatia held by Marfin will be tendered into the Marfin Popular Bank Public Co Ltd (ie the former Cyprus Popular Bank Public Company Ltd) offer for Egnatia shares and the MPB shares issued in exchange thereof will be subject to a 180 day lock up (with the exception of a possible sale of all or a portion of such remaining Egnatia shares or the Marfin Popular Bank equivalent issued in their stead to up to two strategic investors who would also be locked up for the remainder of the 180 day period). The private placement of Marfin''s stakes in Marfin Popular Bank Public Co Ltd and Egnatia Bank SA has been disclosed to the Board of Directors of Marfin Popular Bank Public Co Ltd.
Not for release or distribution, directly or indirectly, in or into the United States, Canada, Japan or Australia. The material set forth herein is for informational purposes only and is not an offer to sell, or the solicitation of an offer to buy, any securities, in any jurisdiction in which such offer, solicitation or sale would be unlawful. In particular, it is not an offer of securities for sale or a solicitation of an offer to purchase securities in the United States. The offer and sale of these shares have not been, and will not be, registered under the United States Securities Act of 1933, as amended. The securities may not be offered or sold in the United States absent such registration other than pursuant to an applicable exemption from registration. There will be no public offering of the securities in the United States. This communication is for distribution only to and is directed only at (1) persons in the United Kingdom falling within Article 19 and/or Article 49 of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (such as persons who are authorised or exempt persons within the meaning of the financial services and markets act 2000, as amended, and certain other investment professionals, high net worth companies, unincorporated associations and other bodies) (2) persons in Greece falling within the definition of qualified investor contained in Greek Law 3401/2005 and (3) persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). This document must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this document relates is available only to relevant persons and will be engaged in only with relevant persons. Citigroup, Deutsche Bank and KBW which are regulated by the Financial Services Authority for the conduct of designated investment business in the UK, are acting for the sellers and no one else in connection with the offer described herein and will not be responsible to anyone other than the sellers for providing the protections afforded to their clients or for providing advice in relation to the offer.