Press Release

 

20/11/2013             

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, INTO OR IN THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH OFFERS OR SALES WOULD BE PROHIBITED BY APPLICABLE LAW. THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM AN OFFER OF SECURITIES IN THE UNITED STATES OR ANY OTHER JURISDICTION.

 

 

MYTILINEOS successfully completed an accelerated bookbuilt offering of 3,2 million shares in METKA

 

 

Athens, [20 November 2013]: MYTILINEOS HOLDINGS S.A. (“MYTILINEOS”) announces that it has successfully completed an offering of 3,217,288 existing shares (the “Shares”) in METKA SA (“METKA”) generating total proceeds of c. EUR40.2 million, by way of an international private placement to institutional investors as part of an accelerated bookbuilding process (the “Transaction”).

 

Following the Transaction, MYTILINEOS holds 50.0% + 1 Share of METKA's share capital.

 

MYTILINEOS has agreed to a 90 day lock-up period (subject to waiver with the consent of the Joint Bookrunners) on its remaining stake in METKA.

 

The Transaction was managed by Credit Agricole CIB and HSBC Bank plc who were acting as Joint Bookrunners.

 

 

 

Important notice

This announcement is not for publication or distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States and the District of Columbia), Canada, Australia or Japan or any other jurisdiction where such an announcement would be unlawful. The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession this document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No action has been taken that would permit an offering of the securities or possession or distribution of this announcement in any jurisdiction where action for that purpose is required.

 

This announcement does not constitute or form part of an offer for sale or solicitation of an offer to purchase or subscribe for securities in the United States or any other jurisdiction. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold, directly or indirectly, in the United States, absent registration under or an exemption from, or transaction not subject to, the registration requirements of, the Securities Act. No public offering of securities is being made in the United States or in any other jurisdiction.

 

In member states of the European Economic Area (“EEA”) which have implemented the Prospectus Directive (each, a “Relevant Member State”), this announcement and any offer if made subsequently is directed exclusively at persons who are “qualified investors” within the meaning of the Prospectus Directive (“Qualified Investors”). For these purposes, the expression “Prospectus Directive” means Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in a Relevant Member State), and includes any relevant implementing measure in the Relevant Member State. In the United Kingdom this announcement is only being distributed to, and is only directed at, and any investment or investment activity to which this announcement relates is available only to, and will be engaged in only with, Qualified Investors who are (i) investment professionals falling with Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”); or (ii) high net worth entities falling within Article 49(2)(a) to (d) of the Order, or (iii) other persons to whom it may otherwise be lawfully communicated (all such persons together being referred to as “relevant persons”).  Persons who are not relevant persons should not take any action on the basis of this announcement and should not act or rely on it.

 

This announcement has been issued by and is the sole responsibility of Mytilineos Holdings SA. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by any of the Joint Bookrunners or by any of their respective affiliates or agents as to, or in relation to, the accuracy or completeness of this announcement or any other written or oral information made available to or publicly available to any interested party or its advisers, and any liability therefore is expressly disclaimed.

 

Any investment decision in connection with the Transaction must be made on the basis of all publicly available information relating to Metka, Metka shares and the Shares. Such information has not been independently verified by Credit Agricole CIB or HSBC Bank plc. The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed for any purpose on the information contained in this announcement or its accuracy or completeness.

 

This announcement does not purport to identify or suggest the risks (direct or indirect) which may be associated with an investment in Metka, Metka shares or the Shares. Credit Agricole CIB and HSBC Bank plc are acting for Mytilineos Holdings SA only in connection with the Transaction and no one else, and will not be responsible to anyone other than Mytilineos Holdings SA for providing the protections offered to clients of Credit Agricole CIB and HSBC Bank plc, nor for providing advice in relation to the Shares or the Transaction.

 

In connection with any offering of the Shares, the Joint Bookrunners and any of their respective affiliates acting as an investor for their own account may take up as a proprietary position any Shares and in that capacity may retain, purchase or sell for their own account such Shares. In addition certain of the Joint Bookrunners or their affiliates may enter into financing arrangements and swaps with investors in connection with which the Joint Bookrunners (or their affiliates) may from time to time acquire, hold or dispose of Metka shares. The Joint Bookrunners do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.

 

 

For more details, please contact:

Mrs Katerina Mouzouraki, Group Press Office & Media Relations Supervisor (Tel.: 210-6877484, Fax: 210-6877400, e-mail: katerina.mouzouraki@mytilineos.gr).

 

MYTILINEOS Group is a leading Greek industry active in Metallurgy & Mines, Energy and EPC Projects. Established in Greece in 1990, the Group's holding company, MYTILINEOS HOLDINGS S.A., is listed on the Athens Exchange, has a consolidated turnover in excess of €1.5 billion and employs some 2,500 people directly and many more indirectly in Greece and abroad. For more details, please visit the Group's website at: www.mytilineos.gr.