The board of directors of Hellenic Bank has decided to proceed with the merger of the bank with Eurobank Cyprus, it emerged on Friday.
Hellenic Bank officially announced that the process will commence with the transfer of Eurobank Cyprus’ banking operations to Hellenic Bank, followed by the full merger of the two organisations.
This will be achieved through a restructuring and merger plan in line with the provisions of Cypriot corporate legislation.
“The board of directors of the bank, during its meeting yesterday, decided, among other things, that after the completion of the current public offer to acquire up to 100 per cent of the issued share capital of the bank and the exercise of the squeeze-out right by Eurobank S.A., as already announced, the merger of the bank with Eurobank Cyprus Ltd shall commence,” Hellenic Bank stated in its official announcement.
“This will be carried out by transferring the banking operations of Eurobank Cyprus to the bank under the Banking Business Transfer Law of 1997 and by merging Eurobank Cyprus with the bank through a restructuring and merger plan under the Companies Law, Cap. 113,” it added.
In its statement, the bank also highlighted that “the board of directors authorises the executive committee to proceed with all necessary steps and actions, including obtaining the required supervisory approvals for the implementation of the merger as soon as possible after the completion of the public offer and squeeze-out”.
Furthermore, it was noted that “the execution of the transfer agreement and the restructuring and merger plan by the bank is subject to the approval of the board of directors and the general meeting of the bank, as well as the approval of the competent supervisory authorities”.
The ongoing public offer by Eurobank to acquire the remaining approximately 6.5 per cent of Hellenic Bank’s share capital is set to conclude on April 9, 2025.
Hellenic Bank chief executive officer Michalis Louis last week communicated the bank’s intent to submit the merger request to the Central Bank of Cyprus (CBC) within days, seeking the necessary approval.
In a separate announcement, Hellenic Bank disclosed the resignation of three members from its board of directors.
“Miranda Xafa, Stephen John Albutt, and Antonis Rouvas have submitted their resignations from the board of directors of the bank, effective upon the completion of the transfer of the banking operations of Eurobank Cyprus Ltd to the Bank,” the statement confirmed.
It was further clarified that “Rouvas continues to serve as the chief financial officer of the bank.”
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