GEK TERNA S.A. (the “Company”) announces that it has appointed “Banco Santander, S.A.”, “Mediobanca Banca di Credito Finanziario S.p.A.” and “Morgan Stanley Europe SE” as Global Coordinators and, jointly with “AXIA Ventures Group Ltd.”, as Joint Bookrunners, to launch on its behalf an accelerated book build process for the private placement of new common, dematerialized, registered voting shares of the Company, with a nominal value of 0.57 euros each (the “New Shares”), with the aim of raising capital of approximately €500,000,000.
Upon completion and based on the results of the accelerated book build process, the Board of Directors of the Company is expected to approve the share capital increase of the Company, through the issuance of the New Shares, with exclusion (waiver) of pre-emption rights (the “Share Capital Increase”), based on the authorization granted to it pursuant to the resolution of the Company’s Annual General Meeting of shareholders dated 16.06.2026, in accordance with the provisions of articles 24 para. 1(b) and 27 para. 4 of Law 4548/2018.
The New Shares will be allocated to specialized, institutional and other eligible investors who will participate in the accelerated book build process, through private placement, which does not constitute a public offering, and in any case subject to the applicable exemptions from the current prospectus publication requirements in accordance with Regulation 2017/1129 of the European Parliament and of the Council of 14 June 2017 and any other applicable legislation (the “Private Placement”).
The proceeds from the Private Placement are expected to strengthen the Company’s financial flexibility and its ability to capitalize on investment opportunities beyond its current business plan — thus strengthening its position as a leading infrastructure investor and manager with investment grade in Greece.
Specifically, the Company will use the net proceeds to support the continued expansion of its infrastructure platform and concessions, mainly in Greece, and specifically to finance its identified investment program in the sectors of transport, water, energy, and other related infrastructure, including concession projects and PPPs beyond its current business plan.
Both the Company and Mr. Georgios Peristeris, the Company’s largest shareholder, have undertaken customary lock-up obligations for a period of 180 days from the completion of the Share Capital Increase.
The Company will inform investors regarding the Share Capital Increase and the results of the Private Placement after the completion of the book build process, through subsequent announcements.