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Euronext announces the launch of the voluntary exchange offer for all ATHEX shares
Globenewswire· 2025-10-06 04:30
Core Viewpoint - Euronext has received all necessary regulatory approvals to launch a voluntary exchange offer to acquire all common registered shares of Hellenic Exchanges-ATHEX Stock Exchange S.A. (ATHEX) at an exchange ratio of one Euronext share for every twenty ATHEX shares, reflecting confidence in the Greek economy and the potential for integration into the Eurozone [1][2][4]. Group 1: Strategic Rationale - The integration of ATHEX into Euronext's Group will connect Greek financial market participants to a network of over 1,800 listed companies with a combined market capitalization exceeding €6 trillion [2]. - Euronext's interest in ATHEX indicates strong confidence in the growth potential of the Greek economy and the benefits of further integration with international investors [2]. - The combination aims to enhance the visibility and attractiveness of the Greek market on an international scale, establishing ATHEX as a financial hub in Southeast Europe [4][5]. Group 2: Board Support and Governance - The Board of Directors of ATHEX has unanimously supported the Tender Offer and has entered into a cooperation agreement with Euronext [3]. - All ATHEX Board members owning shares, including the CEO, have committed to tender their shares, pending a favorable opinion from the Board as required by Greek law [3]. Group 3: Tender Offer Details - The Acceptance Period for the Tender Offer commences on 6 October 2025 and ends on 17 November 2025 [7][15]. - A minimum of 38,759,500 ATHEX shares, representing 67.0% of total voting rights, must be tendered for the offer to proceed [8]. - If Euronext acquires at least 90.0% of ATHEX's voting rights, it will exercise its squeeze-out right, allowing non-accepting shareholders to sell their shares [10]. Group 4: Financial Impact and Integration - Euronext anticipates annual run-rate cash synergies of €12 million by the end of 2028, primarily through the migration of Greek trading to its Optiq platform and the harmonization of central functions [12]. - The transaction is expected to be accretive for Euronext shareholders after the realization of synergies in the first year [12]. - Euronext aims to maintain spare debt capacity for future diversification deals while enhancing the liquidity of its stock [13]. Group 5: Future Governance and Structure - The CEO of ATHEX is proposed to join Euronext's Managing Board, and an independent representative from the Greek financial ecosystem will be nominated for the Supervisory Board [14]. - The Hellenic Capital Market Commission (HCMC) will continue as the primary supervisory authority for Greek markets and will be invited to join Euronext's College of Regulators [14].