Prospectus • Dec 23, 2019
Prospectus
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Karyes Investment Public Company Ltd (the "Company") wishes to inform investors that on 20 December 2019, the Cyprus Securities and Exchange Commission approved the Company's Prospectus (the "Prospectus") concerning the following:
Issue and Listing on the CSE of up to 25,000,000 Convertible Bonds of a nominal value of €1 each, offered at par value to the Company's shareholders registered on the CSE's records on 14 January 2020 (Record Date) at a ratio of twenty-five (25) Convertible Bonds to every twenty-two (22) ordinary shares they hold. For each Convertible Bond for which a conversion right will be exercised at the conversion price of each conversion period, fully paid-up New Shares of the Company will arise. The New Shares will be listed and traded together with the existing shares of the Company on the Alternative Market of the CSE following its relevant approval.
The Convertible Bonds are ten-year bonds with an annual fixed interest rate of 5% for the first five years and 7% for the next five years. The Convertible Bonds are direct, unsecured subordinated securities of the Company and rank pari passu.
The Prospectus was drafted pursuant to the provisions of Regulation 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market and repealing Directive 2003/71/EC.
Approval of the Prospectus shall not mean approval of the securities offered and expected to be admitted to trading on the CSE upon its approval. Potential investors should study the Prospectus before making an investment decision so as to fully understand the potential risks and benefits related to a decision to invest in Convertible Bonds as well as in the New Shares which may result from any future conversion of Convertible Bonds acquired.
The Prospectus will be available free of charge as of 23 December 2019:
in electronic form as follows:
i. on the website of the Underwriter Responsible for the Drawing up of the Prospectus, Global Capital Securities and Financial Services Limited, http://www.globalcapital.com.cy/services/corporate-advisory ii. on the website of the Company's Investment Manager, 7Q Financial Services Limited, www.7qfs.com iii. on the CSE website, www.cse.com.cy iv. on the CySEC website, www.cysec.gov.cy
in printed form during the validity period of the Prospectus as follows: i. at the offices of the Company's Investment Manager, 7Q Financial Services Limited, 12-14 Kennedy Avenue, Suite 402, 1085 Nicosia, Cyprus ii. at the offices of the Underwriter Responsible for the Drawing up of the Prospectus, Global Capital Securities and Financial Services Limited, 50, Arch. Makarios III Avenue, Alpha House, 1st Floor, 1065, Nicosia, Cyprus.
| Date | Event |
|---|---|
| 18/03/2016 | Date of approval of the Issue by the Extraordinary General Meeting. |
| 15/09/2017 | Date of decision by the Board of Directors to Issue Convertible Bonds. |
| 20/12/2019 | Date of Prospectus publication permission by the Cyprus Securities |
| and Exchange Commission. | |
| To be announced | Date of approval by the CSE of the listing of the Convertible Bonds on |
| the CSE. | |
| 10/01/2020 | Date of trading of the Company's share by which the persons that will |
| acquire its shares will be entitled to subscribe to this Issue. |
|
| 13/01/2020 | Ex-rights date from which the share will be traded without a |
| subscription right. | |
| 14/01/2020 | Record date at the end of which the persons entitled to subscribe to |
| this Issue will be registered to the CSE records. |
|
| 22/01/2020 | Date of issue and dispatch of letters granting the right to subscribe to |
| this issue of Convertible Bonds to the beneficiary shareholders. | |
| 27/01/2020 to 28/02/2020 | Period of subscription to the Issue of Convertible Bonds. |
| 28/02/2020 | Last date of submission of applications for subscription to this Issue. |
| 16/03/2020 | Decision by the Board of Directors for the issue and granting of |
| Convertible Bonds. | |
| 25/03/2020 | Date of issue and dispatch of Convertible Shares granting letters. |
| To be announced by the CSE | Date of commencement of trading of Convertible Bonds on the CSE. |
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