Eurobank Ergasias Services and Holdings S.A. (the “Company”), following (a) the resolution of its Annual General Meeting of Shareholders held on April 30, 2025, by virtue of which, among other matters, approved the establishment of a share buyback programme pursuant to Article 49 of the Greek Law 4548/2018 (the “Programme”) and the granting of the relevant authorisations to the Board of Directors, (b) the approval of the Programme by the European Central Bank (the “ECB”) dated April 29, 2025, and (c) the resolution of its Board of Directors dated April 30, 2025, hereby announces to the investing public the commencement of the implementation of the Programme as follows:
The Programme has been agreed upon in accordance with the applicable legislative and regulatory framework, having obtained all necessary regulatory approvals.
The Programme concerns the acquisition of up to 367,673,632 own shares, corresponding to a maximum of 10% of the paid-up share capital of the Company, with an acquisition price range per share between a minimum of € 0.22 and a maximum of € 10.00.
The total cost of the Programme shall not exceed the amount of € 287,942,685.45 (“Initial Cost”).
The implementation of the Programme is scheduled to commence on May 9, 2025. The Programme shall have a duration of up to twelve (12) months commencing from the day following ECB’s approval date mentioned above, that is up to 30.04.2026. The Programme will be suspended prior to the approval of the merger, by way of absorption, of the Company by its wholly owned subsidiary “Eurobank S.A.” (the “Bank”), in accordance with the Company’s announcement dated December 19, 2024, titled “Commencement of the Merger Procedure between Eurobank Ergasias Services and Holdings S.A. and Eurobank S.A.”. Specifically, the suspension will occur on the last business day prior to the date of the convening of the General Meetings of the merging companies which will be conveyed to resolve on the merger. With respect to the suspension of the program, there will be a new announcement close to the date of suspension. Following the completion of the aforementioned merger, the Bank is expected to establish a new share buyback programme under the same terms as this Programme, with the new programme cost being equal to the Initial Cost minus the amount already spent on the acquisition of own shares by then, pursuant to a relevant resolution of its General Meeting.
The purpose of the Programme is for the shares acquired by the Company, as described above, to be cancelled, with a corresponding reduction in the share capital.
The buyback transactions will be carried out on the stock exchange through the Athens Exchange member “Eurobank Equities Investment Firm Single Member Societe Anonyme”, which will act as the lead manager of the Programme (the “Agent”).
The Agent will make trading decisions concerning the share purchases of the Company under the Programme independently and without any influence from the Company and shall, at all times, comply with the requirements, limits, and conditions set out in Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 (the “MAR”) and in Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016 (the “Delegated Regulation”).
The transactions conducted on the Shares under the Program, as described above, shall be announced to the competent authorities and disclosed to the public in accordance with Article 5 par. (1)(b) of MAR.
This announcement is issued in accordance with MAR, the Delegated Regulation and the Athens Exchange Regulation.