ELLAKTOR S.A., with a view to protect the investors, communicates that: On 31/7/2009, the companies under the trade names 'NATIONAL BANK OF GREECE S.A.' and 'TOMI Industrial-Commercial-Technical Societe Anonyme' ('TOMI S.A.'), belonging to the Groups of the NATIONAL BANK OF GREECE and ELLAKTOR S.A. respectively, signed a private agreement by virtue of which they shall acquire joint control over 'AKTOR Family Management Building Management and Maintenance S.A.' ('AKTOR FM'), via the acquisition of a minority block of shares of AKTOR FM by the NATIONAL BANK OF GREECE.
The participation of NBG in AKTOR FM's share capital shall be realized via increase in the latter's share capital and waiver of the pre-emptive right by TOMI S.A., which (increase) shall be fully covered by NBG by acquiring the shares to be issued and sold to it at a selling price at par. More specifically, it has been agreed to perform increase in the share capital of AKTOR FM by the amount of euro 161,538.00 by cash payment and issue of 53,846 new ordinary registered shares, each of euro 3.00 nominal value, so that the share capital of AKTOR FM amounts to euro 461,538.00 (euro 300,000.00 before the increase + euro 161,538.00 = euro 461,538.00), divided into 153,846 common registered shares, each of euro 3.00 nominal value. The NATIONAL BANK OF GREECE shall acquire the new shares at par by paying to AKTOR FM euro 161,538.00. Moreover, it has been agreed that the National Bank of Greece S.A. shall be provided with a veto right on the decision-taking process on specific issues regarding AKTOR FM. Therefore, a joint control by TOMI S.A. and NBG over AKTOR FM S.A. is established. The companies' business activities are as follows:
A. The NATIONAL BANK OF GREECE is a credit institution and transacts in the banking, financial and investment services sector.
B. TOMI S.A. is a technical company transacting in the technical projects construction and operation sector.
C. AKTOR FM transacts in the building installations maintenance and management sector, providing all relevant services to owners of building installations.
This agreement shall be subject to the approval by the Hellenic Competition Commission, to which it is communicated by virtue of article 4b, par. 6 of Law 703/77, as in force, on the same day. The extraordinary General Meeting of AKTOR FM, which shall decide upon the share capital increase, shall be convened within one month from the date of issue of an approving decision by the Hellenic Competition Commission.