Endysi SA announces that its Board of Directors, on its 28/3/2001 meeting, decided the merger of the company together with ?Sportsman SA?, ?CAP Cosmetics SA?, ?Labropoulos SA?, ?Atalanti SA?, ?Atalanta SA?, ?Papaellina Katanalotika SA?, and ?Papaellina Simmetoxiki? with the absorption of these companies from Notos Com Holdings, according to articles 69-77 of Law 2190/1920 and articles 1-5 of Law 2166/1993.The Board authorized Mr. Aris Gounaras, President of the Board, to start negotiations with the Management of Notos Com Holdings, CAP Cosmetics SA, Sportsman SA, Labropoulos SA, Atalanti SA, Atalanta SA, Papaellina Katanalotika SA and Papaellina Simmetoxiki SA, and to issue the Merger Aggreement.The board also appointed Ernst&Young Finance to act as independent estimator, in order to provide the Fairness Opinion regarding the exchange ratio of the shares of the nine companies to be merged.The Management of Endysi SA believes that the merger will result in: 1.Creating a powerful company with many commercial activities, since all major operations will be under one legal entity. 2.Better utilizing the Groups' human resources. 3.More profitable management of assets. 4.Because of its size, the new company can be more flexible and efficient in taking advantage of new business opportunities with better terms.The present agreement is subject to the approval of the merger by the General Meeting of Shareholders of the absorbing and the absorbed companies and the issuance by the competent authorities of the necessary approvals required by the Law, in accordance with the provisions of Law 2166/1993 and the codified Law 2190/1920.


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