1.Introduction
On 2 November 2006, Alpha Bank A.E. (the Offeror), filed a voluntary public tender offer (the Tender Offer), to acquire all common, registered, voting shares (the Shares) of ALPHA LEASING A.E. (the Company) it did not, directly or indirectly, hold on the date of filing the Tender Offer. By means of the Tender Offer, the Offeror has acquired from Company shareholders 2,418 Shares or 0.006% of the Company''s share capital and voting rights. The Offeror has also acquired Shares through the Athens Exchange and currently holds 39,462,822 Shares, representing in aggregate 99.69% of the Company''s share capital and voting rights.
2. Application for the exercise of a squeeze-out right
The Offeror confirms it is currently holding 99.69% of the Company''s share capital and voting rights and is intending to exercise the squeeze out right stipulated in art. 27 of Law 3461/2006 so that it ultimately acquires all outstanding Shares it is currently not holding, directly or indirectly, namely 122,178 Shares representing 0.31% of the Company''s share capital and voting rights. The approved offering circular in relation to the Tender Offer explicitly provided (in par. 2.14) for the Offeror''s right to exercise the squeeze-out.
The Offeror will acquire from the remaining shareholders all their Shares for a cash amount equal to Euro 6.50 per Share (the Consideration), it being equal to the Tender Offer consideration. The Offeror will also incur the Central Securities Depository charges otherwise payable by the remaining shareholders (the CSD Charges).
In accordance with art. 27(4) of Law 3461/2006, the Offeror has filed a written application with the Hellenic Capital Markets Commission for the latter to issue the decision stipulated in art. 27(5) of Law 3461/2006 in connection with the acquisition by the Offeror of the remaining Shares is currently not holding, directly or indirectly, namely 122,178 Shares representing 0.31% of the Company''s share capital and voting rights.
Note should be made of the Offeror''s intention to have the Company Shares de-listed from the Athens Exchange according to art. 17(5) of Law 3371/2005.