Announcement of significant event-According to article 99-101of Law 4548/2018
«ELLAKTOR S.A.»
V.A.T. No: 094004914, General Commercial Registry (G.E.MI)
No.: 000251501000, (the «Company»)
Announcement
According to article 101 par.2 of Law 4548/2018
(Disclosure of Transactions with Related Parties)
ELLAKTOR SA (hereinafter the "Company"), announces to the investment community that the meeting of its Board of Directors on 15.12.2023, resolved on the following:
The granting, in accordance with the provisions of articles 99, 100 and 101 of Law 4548/2018, as in force, of an authorization for the execution of a contract of the Company with a Related Party (within the meaning of article 99 par. 2 (a) of Law 4548/2018).
Specifically, the Board of Directors granted its approval for the conclusion of a share Sale & Purchase Agreement (hereinafter “SPA”) with the company "MOTOR OIL RENEWABLE ENERGY SINGLE MEMBER S.A." (hereinafter "MORE"), according to which:
- The Company will sell and transfer 123,059,250 registered shares of ANEMOS RES HOLDINGS SA, owned by the Company, to MORE, corresponding to 25% of its fully paid-up share capital, for a total consideration of €123,520,000, in accordance with the specific terms included in the binding offer dated 14.12.2023 (the "Offer"). The SPA includes customary for such transactions, reps & warranties and the respective indemnities to the purchaser, as described in the Offer.
- The terms of the above SPA are customary for such contracts and their execution is fair and for the benefit of the Company.
- The approval of the above contract was provided by the Board of Directors of the Company, in accordance with the provisions of articles 99 et seq. of law 4548/2018., as in force.
The aforementioned transaction is subject to the approval of the General Meeting of ELLAKTOR shareholders.
The Company will inform, in accordance with the applicable legislation, the investment community about the progress of the aforementioned transaction.
Kifissia, 18.12.2023
Announcement of significant event-According to article 101 par.2 of Law 4548/2018