Interwood Lumber: Capital Increase Through Contribution of Bonds and Cash Payment

Interwood Timber Trading is proceeding with a capital increase through the issuance of up to 20,000,000 new voting shares. Of these, 8 million shares will be subscribed by Cincino Limited.

Interwood Lumber: Capital Increase Through Contribution of Bonds and Cash Payment

This article is an AI translation of an original piece published in Greek. Read original

The company named “INTERGOOD – TIMBER TRADING S.A. TECHNICAL, COMMERCIAL, INDUSTRIAL, AND SHIPPING COMPANY” (the “Company”), by virtue of the decision of its Board of Directors dated June 8, 2026, pursuant to the authority granted to it by the resolution of the Ordinary General Meeting of the Company’s common shareholders dated July 16,2021 resolution of the Ordinary General Meeting of the Company’s common shareholders and the resolution dated July 23, 2021, of the Repeat General Meeting of the Company’s preferred shareholders, resolved, among other things, the following:

A) To increase the Company’s share capital by an amount of up to €2,000,000 (par value), through the issuance of up to 20,000,000 new, common, dematerialized, registered, voting shares, with a par value of €0.10 each (the “Share Capital Increase” and the “New Shares”) partly through the contribution of the Bonds (as defined below) and partly through a cash payment, at an offering price of €0.25 per New Share (the “Offering Price”), with existing (common and preferred) shareholders having a preemptive right to the New Shares to be offered for subscription through cash payment, in proportion to their participation in the Company’s share capital.

The difference between (a) the par value of the New Shares to be subscribed for by contribution of the Bonds and their valuation, i.e., €1,200,000, and (b) the par value of the New Shares to be subscribed for by cash payment and their Offering Price (in the event of full subscription), namely €1,800,000, i.e., a total of €3,000,000, will be credited to the Company’s equity account “Share Premium.”

The Offering Price of the New Shares may be higher than the market price at the time of the ex-rights date.

(B) The possibility of partial subscription to the Share Capital Increase, in accordance with Article 28 of Law 4548/2018.

(C) The subscription of a total of 8,000,000 of the New Shares by the company named “Cincino Limited,” through a contribution to the Company of 2,000,000 common shares, with a par value of €1.00 each (i.e., a total par value (capital) of €2,000,000), which were issued on November 7, 2025 by the Company pursuant to the common bond loan program and underwriting agreement dated November 5, 2025, which the company “Cincino Limited” has underwritten (the “Bonds”), based on the value resulting from the valuation of the aforementioned Bonds, in accordance with Article 17 of Law 4548/2018, namely €2,000,000, at the Offering Price, and the granting of special authorization pursuant to Articles 99(1) and 100 of Law 4548/2018 for the contribution of the Bonds to the Company, given that the company “Cincino Limited” is an affiliate of the Company.

(D) The offering of the remaining shares from the Share Capital Increase, namely up to 12,000,000 New Shares, against cash payment, at the Offering Price, with preemptive rights granted to the Company’s existing (common and preferred) shareholders, through a public offering, in proportion to their participation in the Company’s existing share capital, namely at a ratio of 0.24572540689517 New Shares for each (1) old common or preferred share of the Company held (the “Preemptive Right”).

It should be noted that pursuant to Article 26(1) of Law 4548/2018, and, in the absence of any specific provision to the contrary in the Company’s Articles of Association, no preemptive right is granted to the Company’s existing shareholders for the 8,000,000 New Shares to be subscribed for through the contribution of the Bonds.

(E) No fractional shares of the New Shares shall be issued, and the New Shares resulting from the Share Capital Increase shall be entitled to dividends from the profits of the current fiscal year (01/01/2026–12/31/2026) and thereafter, in accordance with applicable law and the Company’s Articles of Association, provided that the Company’s Annual General Meeting decides to distribute a dividend for the said fiscal year and provided that the New Shares have been credited to the accounts of the beneficiaries identified through the Dematerialized Securities System (the “DSS”) managed by “Euronext Securities Athens S.A.”, on the ex-dividend date.

(F) The setting of a payment deadline for the Share Capital Increase, which shall not exceed four (4) months from the date of registration of this decision with the General Commercial Registry (GEMI), in accordance with Article 20(2) of Law 4548/2018.

(G) The setting of a fourteen (14)-day period for the exercise of the Preemptive Right by existing common and preferred shareholders, in accordance with Article 26(2) of Law 4548/2018. The ex-rights date, the record date, and the start and end dates of the trading and exercise period for Preemptive Rights will be determined in accordance with the Euronext Athens Rules, upon completion of the public disclosure formalities regarding the Board of Directors’ decision on the Share Capital Increase, as provided by law, and will be announced in a Company press release.

Preemptive rights to the New Shares offered for subscription through cash payment shall be held by:

*all existing shareholders of the Company who are registered with the Central Securities Depository (CSD) on the record date, provided they retain such rights at the time of exercise, and

*those who acquire Preemptive Rights (for existing common and preferred shares) during the trading period on Euronext Athens.

(H) To grant a pre-subscription right (the “Pre-Subscription Right”) to persons who have fully exercised the subscription rights they held, for the acquisition of New Shares that may remain unsubscribed after the timely exercise or forfeiture of the Subscription Rights (the “Unsubscribed Shares”), at the Offering Price.

The Pre-Subscription Right may be exercised during the Pre-emption Right exercise period to acquire up to a percentage not exceeding 100% of the New Shares resulting from the Pre-emption Rights exercised by the holder.

If the number of Unallocated Shares exceeds the number of New Shares requested through the pre-subscriptions, the pre-subscriptions will be satisfied in full. In the event that the number of Unallocated Shares is insufficient to fully satisfy the demand expressed through the pre-subscriptions, those who exercised the Subscription Right will be satisfied on a pro rata basis based on the number of New Shares for which they exercised the Subscription Right in relation to the total number of subscriptions for Unallocated Shares until they are fully exhausted. Any fractional New Shares will be rounded up to the nearest whole number of shares.

(I) In the event that, following the allocation of the New Shares based on the exercised Preemptive Rights and Pre-Subscription Rights, Unallocated Shares remain, these shall be offered at the Offering Price, at the discretion of the Board of Directors.

Further information regarding the New Shares and the Share Capital Increase will be included in the document to be prepared and published by the Company pursuant to Article 1(4)(db) and Article 1(5)(ba) (ba) and in accordance with Annex IX of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017, as in force, (the “Document” and the “Regulation,” respectively), regarding the public offering of the New Shares available for subscription in cash with preemptive rights and the admission to trading of the New Shares on Euronext Athens. The Document does not constitute a prospectus within the meaning of the Regulation and will not be subject to review and approval by the Hellenic Capital Market Commission, in accordance with Article 20 of the Regulation, as currently in force.

The availability of the Document to the investing public will be announced in a subsequent announcement.

For further information, shareholders and investors may contact the Company’s Shareholder Services Department during business days and hours (tel. 210-4145331, contact person: Mr. Christos Athinelis).

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