Bank of Cyprus announced that following the green-light from the SEC regarding its rights issue, the following timetable will aplly. BOC made particular mention that the prospectus is not for release in any form in the US, Canada, Australia, South Africa, Japan or any other country where its laws prohibit such sales.
The official timetable is:
EX-RIGHTS DATE
26 October 2005
RIGHTS TRADING PERIOD
22 November 2005 – 5 December 2005 (inclusive)
SUBSCRIPTION PERIOD for holders of Rights:
* Registered on the Central Depository / Registry of the CSE:
13 December 2005 – 19 December 2005 (inclusive)
* Registered on the DSS of the Athens Central Depository:
22 November 2005 – 19 December 2005 (inclusive)
The Bank of Cyprus Group announces to the investing public the following:
* At its meeting held on 15 September 2005, the Board of Directors of Bank of Cyprus Public Company Ltd decided that the Bank’s Shareholders’ Funds be increased by up to CYP 109.063.124,80 (EUR 190.303.8301), through the issue of up to 77.902.232 new ordinary shares of a nominal value of CYP 0,50 each, in the form of a Rights issue (i.e. addressed to existing shareholders).
One (1) Right will be allotted for each one (1) existing share. Every six (6) Rights exercised will be converted into one (1) New Share.
The Subscription Price of the New Shares has been set at -for holders of Rights:
Registered on the Central Depository / Registry of the CSE
CYP 1,40 per New Share
Registered on the DSS of the Athens Central Depository
EUR 2,441 per New Share.
The right to participate in the share capital increase will be granted to the Bank’s shareholders registered on the Central Depository / Registry of the Cyprus Stock Exchange (CSE) and/or the Dematerialised Securities System (DSS) of the Athens Central Depository on Monday,
31 October 2005 (Record Date).
The Bank’s shares purchased through the CSE and the Athens Exchange (ATHEX) up until and including Tuesday, 25 October 2005, will be eligible to participate in the Rights issue.
As from Wednesday, 26 October 2005 (Ex-Rights Date) the Bank’s shares will be traded on the CSE and the ATHEX excluding the right to participate in the Rights issue. As of the same date, 26 October 2005, the opening price of the Bank’s shares on the CSE and the ATHEX will be adjusted according to the rules applicable to each exchange.
The Subscription Period for the New Shares is as follows – for holders of Rights:
Registered on the Central Depository / Registry of the CSE
From Tuesday, 13 December 2005 until 1.30p.m. on Monday, 19 December 2005
Registered on the DSS of the Athens Central Depository
From Tuesday, 22 November 2005 until 1.30p.m. on Monday, 19 December 2005.
The Rights will be transferable and tradable on the CSE and the ATHEX. The Rights will be credited to the eligible shareholders’ Securities Account at the Central Depository / Registry of the CSE and the DSS of the Athens Central Depository before the commencement of the trading period of the Rights.
The trading of the Rights on the CSE and the ATHEX will commence on Tuesday,
22 November 2005 and will last ten (10) working days. The Last Trading Date of the Rights on the two Exchanges is Monday, 5 December 2005.
In order for the eligible holder to trade his Rights on the CSE, he will have to take the necessary steps for opening a trading account with a Member of the CSE and grant access to his Rights to such Member. If the eligible holder already has a trading account with a Member of the CSE, then the opening of a new account is not necessary as long as the holder grants access to his Rights to such Member for transfer of all or part of his Rights.
All or part of the Rights can be transferred from the Central Depository / Registry of the CSE to the DSS of the Athens Central Depository in order to be traded on the ATHEX. Also, all or part of the Rights can be transferred from the DSS of the Athens Central Depository to the Central Depository / Registry of the CSE in order to be traded on the CSE.
Holders of Rights can subscribe for the New Shares during working days and hours, except from the Final Subscription Date (Monday, 19 December 2005) on which the subscription can take place only up until 1.30p.m., at the following locations:
In Cyprus:
– all branches of Bank of Cyprus, and
– the Bank’s Shares & Bonds Department (EuroLife House, 4 Evrou Street, Nicosia)
In Greece:
– all branches of Bank of Cyprus, and
– through the Operators of the holders’ Securities Accounts on the DSS of the Athens Central Depository (brokerage firm or custodian), other than the Athens Central Depository, provided the Operator consents to this.
In order to subscribe for New Shares eligible holders:
Registered on the Central Depository / Registry of the CSE
Have to pay the subscription amount and sign and present the Letter of Allotment that would have been sent to them.
Registered on the DSS of the Athens Central Depository
Have to pay the subscription amount, complete the relevant subscription form and present the relevant Blocking Certificate, which can be provided to them by the Operator of their Securities Account on the DSS of the Athens Central Depository (or from the Athens Central Depository in the case that the Depository is the Operator). In addition, they have to present their Tax Identification Number, their identity card or passport, and a copy of the DSS printout with the details of the Investor Share Code and Securities Account. They also have to state (a) their Investor Share Code, (b) their DSS Securities Account and (c) the designated Operator of their Securities Account.
The subscription amount is required to be paid for the subscription for New Shares.
Within five (5) working days from the Final Subscription Date, the Bank will be allowed to exercise all or part of the Rights which were not exercised by their holders during the Subscription Period and immediately sell the New Shares resulting from such exercise, provided that the Bank will have already received irrevocable offers for such number of New Shares. Such sale can take place at the same or a higher price than the Subscription Price of the New Shares, provided that in the Bank’s opinion the net proceeds of such sale after deduction of any costs and expenses incurred by the Bank in relation to the sale exceed the Subscription Price of the New Shares.
The Bank shall distribute pro rata by cheque to the holders of unexercised Rights the net proceeds of such sale after deduction of the Subscription Price and any costs and expenses incurred by the Bank in relation to the sale within forty-five (45) days of the Final Subscription Date, provided that entitlements are at least CYP 5,00 per person.
No fractions of shares will be issued.
The New Shares resulting from this share capital increase will be eligible for dividend distributions in respect of 2005 profits.
The Prospectus for the Bank’s share capital increase as approved by the Cyprus Securities and Exchange Commission will be available without charge:
In electronic form as from 24 October 2005 at:
– the Bank of Cyprus’ website (www.bankofcyprus.com select Investor Relations / Prospectuses), and
– the website of the Manager of the Issue, The Cyprus Investments and Securities Corporation Ltd (CISCO) (www.cisco-online.com.cy)
In printed form as from 10 November 2005 at:
– all the branches of Bank of Cyprus in Cyprus and Greece.
The date of introduction for trading of the New Shares on the CSE and the ATHEX, will be decided by the Bank, following the completion of the share capital increase, and will be announced accordingly.
