Armonia cleared of all charges re Pandora/Leptos bids

The Cyprus Securities and Exchange Commission decided to clear Armonia Estates Ltd of all charges related to its Public Offer for the acquisition of up to 100% of the issued share capital of Pandora Investments Public Ltd and Leptos Calypso Hotels (Public Ltd) announced in May 28, 2008, at the meetings dated January 19, 2009 and January 26, 2009.
The Commission decided that there are no serious indications for an intention to mislead in relation to its decision not to submit a Public Offer taking into account the fact that on 26.5.2008 the Company released an announcement according to which “it was unable to secure the necessary financing for the payment of the consideration for the two Public Offers. In view of the above, any announcement for a final decision to submit a public offer will be of no point”. This announcement was issued for the correction of a previous announcement released on the same day according to which “in view of the deterioration of the international and domestic banking conditions and the terms of borrowing, it decided not to finalize its intention to submit a Public Offer”.
It was revealed that Armonia Estates Ltd had not secured the total sum of EUR145 mln required for the acquisition of 100% of Pandora Investments, but only EUR120 mln in the form of syndicated loan.
The CySEC believes that Armonia Estates Ltd should have secured EUR24,976,860 for the acquisition of 100% of the share capital of Leptos Calypso Hotels and not EUR15,898,587 that the Company had initially declared in its announcement dated 26.03.2008. The SEC ended up with the conclusion above since it believes that the sum of EUR24,976,860 was necessary so as to be offered as an exchange to the shareholders who hold 43.03% of the share of Leptos Calypso Hotels Public.