Diagnostic procedures for the sale of 9% of Alpha Bank starts the Financial Stability Fund, having already received UniCredit’s offer. Interested parties and UniCredit are invited to express their interest in the tender process and submit their offers from October 30 to November 10.

The Italian bank’s proposal is so far the only offer on the table. It amounts to 1.33 euros per share.

The results of the Tender Process will be announced no later than two hours before the opening of the Athens Stock Exchange on November 13.

The announcement of the HFSF

On October 23, 2023, the Financial Stability Fund (the “TFS”) received a binding offer from the company under the name UniCredit SpA (the “UniCredit”) for the acquisition of its entire participation in “Alpha Services and Holdings Anonyme Company” ( “Alpha”), i.e. two hundred eleven million one hundred thirty-eight thousand two hundred ninety-nine (211,138,299) common registered shares, corresponding to 8.9781% of the paid-up capital and voting rights of Alpha (the “Shares” and each of which the “Share”), at a sale price per Share of €1.33 (the “Offer”). After the evaluation of the Offer by the HFSF Board of Directors, the HFSF Board of Directors determined that the Offer is a bona fide offer in accordance with the Divestment Strategy (as defined below). HFSF welcomes this offer, which was announced in connection with a wider strategic agreement between Alpha and UniCredit.

In accordance with the founding law of the HFSF, i.e. Law 3864/2010, as amended and in force (the “HFS Law”), and in the context of the HFSF’s divestment strategy, a summary of which was published in January 2023 on the HFSF website[1] (the “Disinvestment Strategy”), the Board of Directors of the HFSF announces its intention to initiate the process of disposal of the Shares through a competitive disposal process (the “Competitive Process”).

The Bidding Process will include a bidding process in accordance with Annex C, para ii) – formal auction sale process, of the Strategic Divestment and will start at 10:30 am. Greek time on October 30, 2023 and will end on November 10, 2023 at 5:30 p.m. Greece time. The HFSF has appointed Lazard Frères SAS (“Lazard”) as disposal adviser. Lazard, in this capacity, will conduct the bidding process. UniCredit may participate in the Tender Process. Interested investors should contact Lazard directly, using the contact details listed below, to obtain the relevant eligibility criteria and information to participate (the interested investors) in the Tender Process.
In order for an offer to be considered eligible, interested investors should be aware that the HFSF will evaluate offers only on the basis that: (i) the offer is for all Shares, (ii) no due diligence will be offered ) by the HFSF and Alpha, (iii) a draft purchase agreement will be made available by the HFSF and any amendment thereof by the interested party (unless permitted under the terms thereof) will render the investor ineligible, and (iv) with the offer of the investor will be provided proof of the existence of readily available funds.

https://hfsf.gr/wp-content/uploads/2023/01/Divestment-Strategy-23_25-GR.pdf

Interested investors are also required to meet certain KYC requirements in order to be considered eligible. Any offer from an eligible investor must be higher than UniCredit’s Offer. The completion of the sale of the Shares is subject to its approval by the Board of Directors of the HFSF, which will evaluate the offer of the preferred bidder in accordance with the opinions on the fairness of the offer (fairness opinion) which it will receive from the its independent financial advisors in accordance with the Law of the HFSF.
All bids submitted are considered strictly confidential and will be evaluated by the HFSF Board of Directors at the end of the process.

The results of the Bidding Process are to be announced no later than two hours before the opening of the Athens Stock Exchange on November 13, 2023. Lazard is acting as the Disposition Advisor of the HFSF and Rothschild & Co as the Strategic Divestment Advisor of the HFSF. Skadden, Arps, Slate, Meagher & Flom (UK) LLP and Kyriakidis Georgopoulos Law Firm are acting as external legal advisors to the HFSF.

Interested parties should contact Lazard.
The HFSF reserves the right, at any time and at its discretion, to modify the terms of the Tender Process or to terminate discussions or negotiations.