PUBLICATION OF THE INFORMATION CIRCULAR OF ARTICLE 4 OF LAW 3401/2005
“JUMBO SOCIETE ANONYME” (hereinafter “Absorbing Company”) announces that, in accordance with the Commission Regulations 809/2004 and 2016/301 and Greek law 3401/2005, the Board of Directors of the Hellenic Capital Markets Committee was informed on its meeting dated 29.06.2016 on the content of the Information Circular of article 4 of law 3401/2005 (hereinafter the “Information Circular”) with respect to the merger by absorption of the company “TANOCERIAN COMMERCIAL AND INVESTMENT S.A.” (hereinafter “Absorbed Company”) (hereinafter together the Absorbing Company and the Absorbed Company, the “Merging Companies”) in accordance with the decisions of a) the Extraordinary General Meeting of the shareholders of “JUMBO SOCIETE ANONYME” dated 18/5/2016 and b) the Extraordinary General Meeting of the shareholders of “TANOCERIAN COMMERCIAL AND INVESTMENT S.A.” dated 18/5/2016.
The Information Circular is available to the investors since 29.06.2016 in electronic form on the website of the Absorbing Company, http://corporate.e-jumbo.gr/enimerosi-ependyton/deltia-apologismoi/egrafo-tou-arthrou-4-tou-n-3401-2007/, on the website of the Absorbed Company, http://www.tanosirian.gr, and on the website of the Athens Exchange http://www.helex.gr/el/web/guest/company-prospectus.
A hard copy of it will also be available to investors upon request at the offices of the Absorbing Company, Kiprou 9 and Idras, 18346, Moschato, Attica until the commencement of trading of the Company’s new shares at the ATHEX.
The anticipated timetable for the commencement of trading at the ATHEX of the new shares of the Absorbing Company emerging from the merger by absorption of “TANOCERIAN COMMERCIAL AND INVESTMENT S.A.” is as follows:
Date Event
18.05.2016 Extraordinary General Meeting of the shareholders of “JUMBO SOCIETE ANONYME” approving the Merger
18.05.2016 Extraordinary General Meeting of the shareholders of “TANOCERIAN COMMERCIAL AND INVESTMENT S.A.” approving the Merger
02.06.2016 Approval of Merger by the Ministry of Economy Development and Tourism, registration and publication of the approval of the Merger in the General Commercial Registry.
29.06.2016 Notification of the Information Circular to the Board of Directors of the Hellenic Capital Markets Committee
29.06.2016 Announcement for the publication of the Information Circular in the Daily Official List of the Athens Exchange and on the websites of the Merging Companies
29.06.2016 Publication of the Information Circular (on the websites of the Merging Companies and of the Athens Exchange)
30.06.2016 Approval of the listing of the new shares of the Absorbing Company and of the adjustment of the par value of its shares due to the Merger by the Athens Exchange (1)
30.06.2016 Announcement in the Daily Official List of the Athens Exchange regarding the date of the commencement of trading in the Athens Exchange of the new shares with their new par value
01.07.2016 Cancellation (2) due to confusion of the shares of the Absorbed Company and allocation of the new shares to the shareholders of the Absorbed Company
04.07.2016 Commencement of trading at the ATHEX of the new shares allocated to the shareholders of the Absorbed Company and adjustment of the par value of the shares of the Absorbing Company due to the Merger (3)
(1) Subject to the Managing Committee of the Athens Exchange sitting on the above date.
(2) The cancellation of shares takes place after the closing of the market on July 1, 2016.
(3) The date of detachment coincides with the date of commencement of trading.
In case of any change to the above timetable, the investors shall be duly informed by the Company.
For more information, the Shareholders may contact Mrs. Amalia Karamitsoli, Investors Relations, tel.: 210 480 52 00 during business days and hours.
The Information Circular is available to the investors since 29.06.2016 in electronic form on the website of the Absorbing Company, http://corporate.e-jumbo.gr/enimerosi-ependyton/deltia-apologismoi/egrafo-tou-arthrou-4-tou-n-3401-2007/, on the website of the Absorbed Company, http://www.tanosirian.gr, and on the website of the Athens Exchange http://www.helex.gr/el/web/guest/company-prospectus.
A hard copy of it will also be available to investors upon request at the offices of the Absorbing Company, Kiprou 9 and Idras, 18346, Moschato, Attica until the commencement of trading of the Company’s new shares at the ATHEX.
The anticipated timetable for the commencement of trading at the ATHEX of the new shares of the Absorbing Company emerging from the merger by absorption of “TANOCERIAN COMMERCIAL AND INVESTMENT S.A.” is as follows:
Date Event
18.05.2016 Extraordinary General Meeting of the shareholders of “JUMBO SOCIETE ANONYME” approving the Merger
18.05.2016 Extraordinary General Meeting of the shareholders of “TANOCERIAN COMMERCIAL AND INVESTMENT S.A.” approving the Merger
02.06.2016 Approval of Merger by the Ministry of Economy Development and Tourism, registration and publication of the approval of the Merger in the General Commercial Registry.
29.06.2016 Notification of the Information Circular to the Board of Directors of the Hellenic Capital Markets Committee
29.06.2016 Announcement for the publication of the Information Circular in the Daily Official List of the Athens Exchange and on the websites of the Merging Companies
29.06.2016 Publication of the Information Circular (on the websites of the Merging Companies and of the Athens Exchange)
30.06.2016 Approval of the listing of the new shares of the Absorbing Company and of the adjustment of the par value of its shares due to the Merger by the Athens Exchange (1)
30.06.2016 Announcement in the Daily Official List of the Athens Exchange regarding the date of the commencement of trading in the Athens Exchange of the new shares with their new par value
01.07.2016 Cancellation (2) due to confusion of the shares of the Absorbed Company and allocation of the new shares to the shareholders of the Absorbed Company
04.07.2016 Commencement of trading at the ATHEX of the new shares allocated to the shareholders of the Absorbed Company and adjustment of the par value of the shares of the Absorbing Company due to the Merger (3)
(1) Subject to the Managing Committee of the Athens Exchange sitting on the above date.
(2) The cancellation of shares takes place after the closing of the market on July 1, 2016.
(3) The date of detachment coincides with the date of commencement of trading.
In case of any change to the above timetable, the investors shall be duly informed by the Company.
For more information, the Shareholders may contact Mrs. Amalia Karamitsoli, Investors Relations, tel.: 210 480 52 00 during business days and hours.