The merger with Pankritia Financial institution is anticipated to be accomplished across the center of September 2024, Attica Financial institution estimates in its announcement, and “supplied that each one the required company selections of the merging credit score establishments and the required, in keeping with the Legislation, licenses and approvals of the competent authorities are taken ».
In the identical announcement, Attica Financial institution refers back to the actions taken by the financial institution throughout the framework of the shareholders’ settlement.
Attica Financial institution’s announcement
“Attica Financial institution Anonymi Banking Firm” (“Attica Financial institution”) broadcasts the next to the investing public:
Following the July 18, 2024 Shareholders Settlement (the “Settlement”) between the Monetary Stability Fund and Thrivest Holding Ltd (collectively, the “Shareholders”), the Financial institution initiated the required actions to implement the extra particular provisions of the Settlement and the commitments of the Shareholders for the capital strengthening of the credit score establishment that may come up after the merger between Attica Financial institution and Pankritia Financial institution (“New Financial institution”) for the aim of implementing the marketing strategy of the New Financial institution and overlaying the extra capital wants that may come up from the affiliation portfolios of non-performing exposures of the 2 banks within the authorities assure program “Heracles III”.
On this context:
- The Financial institution has initiated the method of securitization of a portfolio of non-performing exposures with a complete ebook worth of €2.3 billion, and the subordination of the excessive precedence bonds of the securitization to the “Hercules III” Authorities Assure Program, with a complete worth of €750 million, and
- the Financial institution’s Board of Administrators determined to begin the merger course of between Attica Financial institution and Pankritia Financial institution, with the absorption of Pankritia Financial institution by Attica Financial institution, in accordance with the related provisions of company regulation, Legislation 2515/1997 and Legislation 4601/2019 as relevant and efficient (the “Merger”). A corresponding determination for the initiation of the Merger procedures was additionally taken by the Board of Administrators of Pankritia Financial institution.
A. Fundamental Phrases of the Merger
- The transformation steadiness sheet date can be December 31, 2023, and the proposed alternate ratio (the “Swap Ratio”) can be calculated with a relative worth of the mixed firms apportioned at 90% for Attica Financial institution and 10% for Pankritia Financial institution, then related evaluation and suggestion by the worldwide impartial monetary group UBS, which acts because the Financial institution’s monetary advisor for the needs of the Merger.
- The Trade Relationship is topic to the receipt by the Boards of Administrators of Attica Financial institution and Pankritia Financial institution of equity opinions from impartial licensed public accountants as appointed, in accordance with the provisions of Legislation 2515/1997 and of Legislation 4601/2019.
- Completion of the Merger is topic to the approval of the Merger by every of the Normal Conferences of the merging firms and the receipt of the legally required licenses and approvals of the competent authorities, in accordance with the provisions of the relevant laws.
B. Details of the transaction
The Merger will carry important advantages to Attica Financial institution and its shareholders:
- It’s a mandatory motion for the following capital strengthening of the credit score establishment that may outcome from the Merger, in accordance with the commitments and as supplied for within the Shareholders’ Settlement.
It’s going to result in the creation of a single monetary establishment which is anticipated to have a MEA ratio under 3%, by advantage of the inclusion of the MEA portfolios of the 2 credit score establishments within the Heracles III State Assure Program. - With the proposed merger and integration of the belongings, clients, branches and personnel of Pankritia Financial institution, the Financial institution will additional enhance its competitiveness towards different banks, considerably broaden its community and operations throughout the nation and can enhance its turnover and subsequently its profitability.
- It’s going to result in the achievement of economies of scale within the instances of administrative bills and typically the discount of working prices and the maximization of the effectivity of the executive group of the merging credit score establishments.
C. Rights of TXF
The particular rights of the Monetary Stability Fund (“TFS”), as supplied for in Legislation 3864/2010 and within the Framework Settlement between Attica Financial institution and the TFS (RFA) don’t change.
D. Indicative Schedule of the Merger
The Merger is anticipated to be accomplished across the center of September 2024, supplied that each one the required company selections of the merging credit score establishments and the required, in keeping with the Legislation, licenses and approvals of the competent authorities are taken. In any case, the timing of the Merger is determined by numerous elements and is topic to vary. The Financial institution will inform the investing public concerning the implementation of all of the steps of the Shareholders’ Settlement.
SOURCE: ot.gr
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