Further to its previous announcement, GEK TERNA S.A. (the “Company”) announces the successful completion of the private placement of 15,513,493 new shares (the “New Shares”) to qualified, institutional, and other eligible investors who participated in the accelerated book-building process (the “Private Placement”).
Based on the results of the accelerated book-building process, the offering price of the New Shares was set at €42.50 per New Share (the “Offering Price”). In response to strong demand from high-quality investors, the Company increased the size of the Private Placement, raising €659,323,452.50, approximately 32% above the €500,000,000 it had initially planned to raise.
Total demand at the Offering Price amounted to approximately €3 billion.
In light of the foregoing, the Company’s Board of Directors, by its resolution dated July 1, 2026, decided to increase the Company’s share capital by €8,842,691.01 through a cash payment, through the issuance of 15,513,493 new common, dematerialized, registered shares of the Company with voting rights, with a par value of 0.57 euros each (the “Share Capital Increase”), the exclusion (waiver) of the preemptive rights of the Company’s existing shareholders, and the offering of the New Shares at the Offering Price to investors who participated in the Private Placement.
The difference between the par value and the Offering Price of the New Shares, totaling €650,480,761.49, will be credited to the Company’s equity account titled “Share Premium.”
The above decision of the Board of Directors was taken based on the authorization granted to it pursuant to the resolution of the2026 of the Company’s Ordinary General Meeting of Shareholders, in accordance with the provisions of Articles 24(1)(b) and 27(4) of Law 4548/2018.
Banco Santander, S.A., Mediobanca Banca di Credito Finanziario S.p.A., and Morgan Stanley Europe SE acted as Global Coordinators of the Private Placement and, jointly with AXIA Ventures Group Ltd., as Co-Managers of the Book-Building Process.
It should be noted that the offering of the New Shares through the Private Placement and their admission to trading on the Main Market of Euronext Athens are exempt from the obligation to publish a Prospectus, in accordance with Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017.
The completion of the issuance of the New Shares and the certification of payment for the Share Capital Increase will take place within the next few days. The exact date on which the New Shares will be credited to the securities accounts of the beneficiaries and the date on which trading in them will commence on Euronext Athens will be announced in a subsequent announcement by the Company.