An important milestone on Attica Bank’s path towards full consolidation and restructuring is set to be reached today with the approval of a €735 million share capital increase by the bank’s shareholders.
According to the calendar released by the bank, AMK is expected to be completed in October, with reliable information indicating that the process will likely be completed around the middle of the month.
Sources with knowledge of the proceedings indicate that, although there is a high level of investment interest in the acquisition of AMK by third-party investors, Thrivest (Exarchos-Bakou-Kaymenakis interests) does not intend to sell its own stake, as the private investor’s strategic priority is to secure an absolute majority of the share capital of the bank resulting from the merger. “The stake percentages in AMK are locked in,” say sources close to the shareholder.
It should be noted that, following the completion of AMK, the State will hold a percentage of at least 35% (compared to 72.5% today) while the private investor will hold an absolute majority with a percentage of 50% plus one share up to 58.5%. In order to secure the above percentages, the two main shareholders have undertaken, through the Shareholders’ Agreement, to contribute to AMK funds in the amount of 475 and up to 200 million euros, respectively.
The merger steps in detail
The merger milestones, as expressly mentioned in Law No. 5127 of 2024, are currently being completed according to schedule. Following today’s General Assembly approval, the relevant approval from the Bank of Greece and the necessary notifications to GEMI are expected.
This is followed by the approval of the Prospectus by the Capital Market Commission for the trading of the new shares and the offering of options (warrants) and, subsequently, the approval by the Athens Stock Exchange of the listing of the new shares. The Prospectus is then published, followed by its announcement on the ASE.
Following completion of the AMC and the hedging of any unallocated shares, relevant announcements are made to AXA regarding the hedging of the AMC and the trading date of the new shares. The next – and final – step is the transfer of the FHEF warrants to Thrivest. The latest “bill in the bill” is Attica’s early repayment to the State of Tier II bonds from AMK proceeds – an action that requires supervisory approval.
What will AMK finance?
According to the plan submitted for approval by Attica Bank – and included in the relevant legislation – the funds raised will be used to ensure:
– Financing of the business plan of the bank resulting from the merger
– Compliance with capital obligations to the Supervisor
– Reduction of the non-performing loan ratio to less than 3%
– Increase in the coverage ratio of NPE provisions
– Compliance with CET1 ratio requirements
How much is the State burdened?
As regards the total State contribution to AMK, it amounts to 423 million euros, as follows: 475 million from the FHEF plus 48 million euros from EFKA minus 100 million euros which is the reimbursement of Attica’s level II obligation to the State.
In addition, the State will benefit from an additional 44 million euros that it will not have to pay in 2025 to the new bank created after the merger. The reason is that, based on the agreement, the new regime that will be created after the merger will waive the right that Pancreatia currently has to activate the deferred tax procedure.
To date, Attica Bank has cost the State more than €955 million, as the HFSF has invested €480 million to date, while in the upcoming IPO it will participate with €475.1 million.