Information Document on Bοnus Shares
Information Document
as per Regulation (EU) 2017/1129
regarding the listing of New Common Registered Shares of AVAX SA
AVAX SA (the «Company») hereby announces to the investment public, in accordance with subsection (g) of article 1 of Regulation (EU) 2017/1129, as applicable, regarding the distribution of four million (4,000,000) bonus shares (the “New Shares”) to specific Company executives and other personnel members, as well as to business associates, in accordance with the terms of article 114 of Law 4548/2018.
The Annual General Meeting of the Company’s Shareholders on 24.06.2021 approved the introduction of a three-year programme for the distribution of bonus shares to specific executives and other Company personnel members, as well as to business associates, in accordance with the terms of article 114 of Law 4548/2018. The bonus shares were decided to be issued by means of capitalising a reserve of the Company. At the same time, the Board of Directors of the Company was authorised to determine the beneficiaries of the programme, to proceed with any necessary increase of the Company’s share capital by capitalising reserves as well as the allocation of the new shares to be issued.
Under the authority of the afore-mentioned decision of the Annual General Meeting of the Company’s Shareholders, the Board of Directors of the Company on 01.12.2023 decided: (a) the increase of the Company’s share capital by the amount of one million two hundred thousand Euros (€1,200,000) through the capitalization of an equal part of the Company’s Share Premium Reserve, (b) the issuance of New Shares, totaling four million (4,000,000) common registered shares with voting rights, with a nominal value of thirty Euro cents (€0.30) each, (c) the relevant amendment and codification of the Company’s articles of association, (d) prepared a draft of the list of beneficiaries of the Company’s Bonus Shares Programme, setting the framework on the basis of which the bonus shares will be allotted to each beneficiary, and (e) authorised the CEO of the Company to take all necessary actions to finalise the list of beneficiaries with their required personal information, the number of shares allocated to each beneficiary, as well as to take all actions required to implement the above.
The New Shares will be allocated to a total of 52 executives, staff members and business associates, in accordance with the terms of article 114 of Law 4548/2018, to reward their active participation in achieving the Company’s targets as well as their responsibility for the effective management of corporate affairs, to provide motivation for improving their efficiency and effectiveness, to strengthen the obligation of loyalty and constructive cooperation, and provide stability to job security.
On 14.12.2023, the General Commercial Register (GEMH) recorded Filing #3940460 regarding the Decision #3176854/14.12.2023 of the Directorate of Companies of the Ministry of Development, by which the amendment of article 5 of the Company’s Articles of Association was approved as a result of the afore-mentioned increase in the share capital.
Following the capital increase, the nominal share capital of the Company amounts to Euro fortyfour million four hundred ninety-six thousand four hundred fifty-four and eighty cents (€44,496,454.80), divided into one hundred forty-eight million three hundred and twenty-one thousand five hundred and sixteen (148,321,516) common registered voting shares, with a nominal value of thirty Euro cents (€0.30) each.
The New Shares are of the same class as the Company’s shares already listed on the Main Market of the Athens Stock Exchange (the “ASE”) and represent approximately 2.8% of the Company’s outstanding share total.
The trading start date of the New Shares will be set by the Admissions & Market Operation Committee of the ASE and will be announced in a timely manner to the investing public by the legally prescribed means. The starting price of the Company’s shares on the ASE on the trading start date will be adjusted in accordance with the ASE Regulation and Decision #26 of the Board of Directors of ASE, as applicable. The New Shares will be credited on trading start date to the securities account of beneficiary shareholders in the Intangible Securities System.
Pursuant to subsection (g) of article 1 of Regulation (EU) 2017/1129, as applicable, there is no obligation to publish a prospectus for the listing of the New Shares for trading on the ASE, given that this Information Document includes information regarding the number and nature of the securities issued, as well as the reasons and details of their allocation.
The person responsible for preparing this Information Document and the accuracy of its contents is the CEO of the Company, Mr Konstantinos Mitzalis.
This Information Document is available to interested parties in printed form at the Company’s offices (16 Amarousiou-Halandriou Street, 151 25, Marousi, Greece) and in electronic form on the Company’s website www.avax.gr
For more information, shareholders may contact the Company’s Shareholder Service (tel. +30-210-6375592 & 210-6375685).
Marousi, January 10, 2024
The Board of Directors