The Bank of Cyprus on Tuesday published the structure of its capital increase, as currently seen by the bank.
An extraordinary General Meeting of shareholders is expected to take place in August, to approve the capital increase.
The transaction structure currently being examined by the bank would allow existing shareholders to participate in three ways.
The first phase of the capital increase is currently underway and is expected to end in late July and involves a private placement to certain institutional investors in the European Union who are “qualified investors,” and similarly qualified institutional investors in other jurisdictions.
Existing shareholders that meet the requirements of a qualified investor in their jurisdiction may participate at the same time and in the same way as the new investors currently being approached by the bank and its advisors.
Following the solicitation of investor interest in the first phase, the board will meet to consider the bids received from investors, whether to proceed with the capital increase and, if so, the price per share and the allocation among investors.
At the end of the first phase, participating investors (including eligible existing shareholders who wish to participate) will enter into firm commitments in respect of their orders and the bank will call an EGM, expected to take place in August, to approve the transaction.
In the second phase of the transaction existing shareholders will be able to apply to purchase up to 20 per cent of the total number of shares offered to qualified investors in the first phase and at the same price as in phase one (the “clawback”).
The minimum purchase per investor in the clawback will be €100,000 and all existing shareholders will be eligible to participate.
Shares in the clawback will be allocated among participating shareholders pro rata based on their holdings at the time of allocation, excluding any shares acquired in phase one (further details will be provided at the start of the clawback period).
Following the approval and publication of a prospectus, the bank will make available a further €100 million of newly issued shares for subscription by all other existing shareholders prior to any relisting of the shares on the Cyprus Stock Exchange and the Athens Exchange.
The subscription price for the shares will be the same at all phases and for both new investors and existing shareholders.