According to the provisions of Decisions 5/204/2000 as in force and 3/347/2005 of the Board of Directors of the Capital Markets Committee, the Company announces the following to the public:
1.In the context of its continuing effort to enhance the value of and promote its assets, the Company participated actively in the quest for a strategic partner for Euromedica. This joint quest to raise a capital of 120 million Euro, has been successfully completed with the assistance of the international investment bank Lazard, who acted as a counsel and led to the following:
(a) Healthcare Investors (Greece) LLC. agreed to participate with euro 50 million in the impending increase of the share capital of Εuromedica, which is going to amount to a total of euro 60 million with an issue price of euro 8 per share. To such ends, Euromedica has convened an Extraordinary Shareholders Meeting for the 30th of June 2007.
(b) Euromedica also came to an agreement in principle, with a foreign investor, in relation to an investment of 60 million Euro in the Company, via the issuance of a convertible bond loan.
2.Healthcare Investors (Greece) LLC. is managed by Farallon Capital Management LLC and is advised by Νoonday Asset Management LLP. Farallon Capital Management LLC and Νoonday Asset Management LLP are private management firms which, together manage more than $ 26 billion of equity capital.
3.Axon Holdings, as the main shareholder of Euromedica, in the context of the overall agreement, undertook towards the above investor, inter alia, the following:
(a) to participate with euro 10 million in the impending increase of the share capital of Εuromedica,
(b) to transfer to the investor, on the third anniversary of the signature of the relevant contract, and in the event that the then current stock price of the share is lower than the issue price by up to euro 1,50 at most, such number of shares so that the final acquisition cost per share for the shares that he will then be holding out of the 6.250.000 shares that he will have acquired through the share capital increase, will be equal to the then current stock price of the share with a minimum of euro 6,50,
(c) indemnity obligations with regard to representations and warranties of Euromedica and
(d) in connection with Euromedica's activity, to consult him in relation to matters pertaining to increases of the share capital, acquisitions of shares of listed companies, issues of convertible bond loans and implementation of significant capital expenditure plans and further undertaking the obligation to transfer a specific number of Euromedica shares in case of disagreement.
4.The Company took the above decisions considering that the benefits expected from the participation of Healthcare Investors (Greece) LLC in the share capital of Euromedica, are significantly bigger than its investment, as the financing abilities of the latter are improving notably and expanding internationally. On the other hand, the risk taken is both limited and controlled in view of the fact that the Company is - and intends to remain - Euromedica's main shareholder.