Announcement
The distribution of this announcement is restricted by law. Persons into whose possession this announcement may come are required to inform themselves about and observe such restrictions. This announcement may not be mailed, forwarded, distributed or sent by anybody in, into or from the United States of America, Canada, Australia and Japan, or to residents therein, or to any other jurisdiction outside the Hellenic Republic where restricted by law. The terms and conditions of the public tender offer will be set out in a separate document which will be circulated to those shareholders to whom the offer is to be made in due course. It is expected that there will be geographical restrictions as to whom the offer is to be made, as well as other restrictions as appropriate for offers to that type. This English language announcement is a translation of the Greek version. Accordingly, the Greek language version is the authoritative version, which will prevail in case of conflict.
Athens, 2nd October 2006
COSMOTE announces that its newly established for this purpose, 100% subsidiary COSMOHOLDING CYPRUS Ltd., acquired today a 42% stake of Germanos S.A., owned by Mr Panos Germanos and other shareholders, at 19 euros per share. Consequently, upon settlement of the relevant trades, which is expected to take place by the close of business on October 3rd, COSMOTE?s direct and indirect shareholding in Germanos SA will be 62.75%, as COSMOTE has already acquired a 20.75% stake through the Stock Exchange.
Following this acquisition, and as required under Greek law, COSMOHOLDING CYPRUS Ltd. will initiate the process of a public tender offer to acquire the remaining outstanding shares of Germanos S.A. at the same price of 19 euro per share, within the time limits prescribed by the law (20 days).
It is noted that the activities of Germanos S.A. that would not be core to the future of the Company (i.e. the batteries industrial production, including the subsidiaries in Germany, Serbia and the relevant activities in Bulgaria and Romania, and the operations in Poland, Ukraine and Cyprus, except for the participation in OTEnet Cyprus) have already been sold to Mr Panos Germanos and/or companies controlled by him following the approvals received by the General Meetings of Germanos? S.A. shareholders. As COSMOTE has already announced, after the completion of the public tender offer, Mr Panos Germanos shall acquire a 10% stake in the share capital of COSMOHOLDING CYPRUS Ltd. for a period of 3-5 years, by investing an amount of 144.5 million euros.
Furthermore, within the framework of the above transaction, COSMOHOLDING CYPRUS Ltd. has also acquired today the Greek Limited Liability Company ΜΟΒΙLBEEEP EPE, which operates as a distributor for Germanos S.A. with a sales network of more than 70 dealers.
COSMOTE Group CEO, Evangelos Martigopoulos, commented: ''By joining forces with Germanos, the leading mobile retailer in South East Europe, capitalising upon its expertise and directly implementing our commercial policies we will be in a position to offer even higher quality service to our customers and attract new ones. Our common goal is to be one of the fastest growing and most profitable mobile operators in the EU, with strong market position in all markets of operations. This acquisition, of major strategic importance, is the catalyst for the transformation of COSMOTE Group''.