Announcement
NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN.
Halcor S.A. announces that it was informed today by its parent company, Viohalco S.A., that Viohalco S.A. and two of its subsidiaries (DIATOUR Management and Touristic Societe Anonyme and ALCOMENT S.A. Copper and Aluminium Societe Anonyme) placed today 18,000,000.00 shares of Halcor S.A., at a price of Euro 5 per share in an accelerated equity offering. The price represents a premium over the three month average share price of Halcor S.A. The placement was fully subscribed. The placement achieved its two key objectives of increasing Halcor S.A.''s free float and increasing exposure to international institutional investors. The placement comprises an offering i) to ''qualified investors'' in Greece within the meaning of art. 2 paragraph 1 (f) of Law 3401/2005, ii) outside the United States pursuant to Regulation S of the United States Securities Act of 1933 (the U.S. Securities Act) to ''qualified investors'' within the meaning of article 2, paragraph 1(e) of Directive 2003/71/EC and (iii) in the United States to qualified institutional buyers as defined in Rule 144A under the U.S. Securities Act..The offering is expected to close on or about 16 March 2007, subject to customary closing conditions. Following completion of the placement, Viohalco S.A. will remain the majority shareholder of Halcor S.A., holding 50.43% of Halcor S.A.''s shares and voting rights. The total size of the offering is Euro 90,000,000.00.
Citigroup and NBGI acted as Joint Bookrunners.
Copies of this announcement may not be published, distributed or transmitted in or into the United States. This announcement does not constitute an offer to sell or the solicitation of an offer to buy the securities discussed herein. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the ''Securities Act'') or the laws of any state, and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. There will be no offering of the securities in the United States.
This announcement is directed solely at persons who (i) are outside the United Kingdom or (ii) are investment professionals falling within Article 19 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 ("the Order") or (iii) are entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as "relevant persons"). This announcement must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.
This announcement is not a public offer or advertisement of securities in Greece.