ADMIE HOLDINGS S.A. (the “Company”), the Company’s Offering Advisor for the Greek Public Offering, and the Placement Coordinators for the Greek Public Offering (as defined below), announce, in accordance with, among other things, Circular No. 23/June 22, 2004, of the Hellenic Capital Market Commission, the following:
1. In accordance with the Company’s announcement dated June 19, 2026, the Company’s Board of Directors has decided to accept offers for New Shares totaling €530 million through the issuance of a total of 130,864,197 new, common, registered, dematerialized, voting shares with a par value of €2.12 each issued by the Company (the “New Shares”), which were ultimately offered through the Combined Offering (as defined below) at a price of €4.05 per New Share (the “Offering Price”), as part of the Company’s share capital increase, as specifically set forth in the Company’s announcements dated June 16, 2026 (the “Share Capital Increase”). The Offering Price is the same for both the Greek Public Offering and the International Offering (as defined below).
2. The New Shares were offered concurrently through:
(i) a public offering in Greece to Retail Investors and Qualified Investors, in accordance with Article 1(4)( (db) and Article 1(5)(ba) of Regulation (EU) No. 1127/2019, as in force (the “Prospectus Regulation”) (the “Greek Public Offering”) with a right of priority allocation of New Shares to the Company’s existing shareholders as of the close of trading of the Company’s existing shares on Euronext Athens on June 15, 2026, in accordance with the Company’s share register, which is maintained electronically through Euronext Securities Athens S.A. (for this purpose, the “Record Date,” and such shareholders, the “Priority Investors”) in a proportion not exceeding their percentage of ownership in the Company’s share capital as of the Record Date, so that they may retain up to the same percentage of ownership following the Share Capital Increase (the “Priority Allocation”), provided that they participated in the Greek Public Offering (the “Priority Allocation Right”), and (ii) a private placement outside Greece, and in any case subject to existing exemptions from applicable prospectus requirements (the “International Offering” and, together with the Greek Public Offering, the “Combined Offering”).
3. In connection with the Greek Public Offering, Eurobank S.A. acted as Issuance Advisor; Eurobank S.A., Alpha Bank S.A., AXIA Ventures Group Ltd., National Bank of Greece S.A., and Piraeus Bank S.A. acted as Placement Coordinators, and Ambrosia Capital Hellas Single-Member S.A., EUROXX Securities S.A., Optima Bank S.A., and Pantelakis Securities S.A. acted as Underwriters. In connection with the International Offering, Goldman Sachs Bank Europe SE and Morgan Stanley Europe SE acted as Joint Global Coordinators and Joint Bookrunners; Eurobank S.A., Alpha Bank S.A., AXIA Ventures Group Ltd., National Bank of Greece S.A., and Piraeus Bank S.A. as Joint Bookrunners, and Ambrosia Capital Hellas Single-Member S.A., EUROXX Securities S.A., Optima Bank S.A., and Pantelakis Securities S.A. acted as Co-Managers of the Book-Building Process.
4. The Combined Offering period ended on June 18, 2026.
5. Excluding the participation of the PUBLIC HOLDING COMPANY ADMIE S.A. (the “ADMIE Holding Company”), the Company’s majority shareholder, and Capital World Investors, the investment arm of Capital Group (the “Cornerstone Investor”), the total valid demand at the Offering Price expressed by investors participating in the Combined Offering amounted to 780,716,488 shares, corresponding to €3,162 million (based on the Offering Price), thus exceeding by 16.7 times the amount of approximately €189 million that the Company had set as its target.
6. Including the participation of DES ADMIE and the Cornerstone Investor, the total valid demand at the Offering Price expressed by investors participating in the Combined Offering amounted to 864,902,004 shares, corresponding to €3,503 million (based on the Offering Price), thus exceeding the Company’s target of €530 million by a factor of 6.6. Specifically, considering only the valid subscriptions in the Combined Offering:
i) total demand in the Greek Public Offering amounted to 172,566,626 shares, corresponding to €698.9 million, broken down as follows:
a) Retail Investors requested to subscribe for 81,488,323 New Shares, corresponding to an amount of approximately €330.0 million (based on the Offering Price),
b) Qualified Investors applied to subscribe for 91,078,303 New Shares, corresponding to an amount of approximately €368.9 million (based on the Offering Price),
ii) Total demand expressed in the International Offering amounted to 692,335,378 shares, corresponding to €2.8 billion (based on the Offering Price).
7. As part of the International Offering,
(i) 66,901,565 New Shares, representing 51.12% of the New Shares, were allocated to DES ADMIE at the Offering Price, and
(ii) 17,283,951 New Shares, representing 13.21% of the New Shares, were allocated to Capital World Investors, the investment arm of Capital Group, at the Offering Price.
8. The New Shares were ultimately allocated between the Greek Public Offering and the International Offering as follows:
(i) 26,465,455 New Shares (representing approximately 20% of the total New Shares) were allocated to Retail Investors and Qualified Investors who participated in the Greek Public Offering. Existing shareholders as of the Record Date who participated in the Greek Public Offering were entitled to a Priority Allocation.
(ii) 104,398,742 New Shares (representing approximately 80% of the total New Shares) were allocated to investors who participated in the International Offering. Existing shareholders who participated in the International Offering were not entitled to a Priority Allocation. Existing shareholders who participated in both the Greek Public Offering and the International Offering did not have the Right of Priority Allocation in the Greek Public Offering.
9. The 26,465,455 New Shares that were ultimately allocated in the Greek Public Offering, representing approximately 20% of the New Shares (the “New Shares of the Greek Public Offering”), were allocated to Priority Investors, based on the valid demand expressed at the Offering Price and in accordance with the decision of the Company’s Board of Directors dated June 23, 2026, and the relevant provisions set forth in the document dated June 16,2026 Document of Annex IX to the Prospectus Regulation (the “Document”).
Furthermore, it is noted that 14,512,555 New Shares from the Greek Public Offering, representing approximately 54.8% of the New Shares from the Greek Public Offering, were allocated to Qualified Investors, and 11,952,900 New Shares of the Greek Public Offering, representing approximately 45.2% of the New Shares of the Greek Public Offering, were allocated to Retail Investors.
10. As a result of the foregoing, by a resolution of the Company’s Board of Directors dated June 23, 2026, the timely and full payment of the total amount of the Share Capital Increase was certified, in accordance with Article 20 of Law 4548/2018.
11. As a result of the foregoing, the Company’s share capital increased by €277,432,097.64 through the issuance of the New Shares, while the difference between the par value of the New Shares and their Offering Price, amounting to €252,567,900.21, will be credited to the Company’s equity account titled “Share Premium.” Consequently, the Company’s par value share capital amounts to €769,272,097.64, divided into 362,864,197 common, registered, voting shares with a par value of €2.12 each.
12. The Placement Coordinators and the Placing Agents did not undertake any commitment to purchase any unsold New Shares, nor did they submit subscription applications in the Greek Public Offering on their own behalf, with the exception of Optima Bank S.A., to which 124,663 New Shares were allocated.
13. The Company’s total proceeds raised from the Combined Offering amount to approximately €530 million (i.e., 130,864,197 New Shares at the Offering Price).
14. The net proceeds from the Combined Offering, after deducting estimated issuance expenses of approximately €20 million (including VAT), amounted to €510 million and will be used by the Company to finance its proportional participation in the share capital increase of Independent Power Transmission Operator S.A. (ADMIE S.A.).
15. The crediting of the New Shares to the securities accounts of the beneficiaries is expected to be completed on June 23, 2026, and trading of the shares on Euronext Athens is expected to commence on June 24, 2026.