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Alpha Services and Holdings S.A.

Report Publication Announcement Jun 17, 2025

2639_rns_2025-06-17_c7e51b39-62ba-4886-8bae-a4e80113d13b.pdf

Report Publication Announcement

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INITIAL LISTING WITHOUT COMMENCEMENT OF TRADING OF THE EXISTING COMMON, REGISTERED VOTING SHARES OF ALPHA BANK ON THE MAIN MARKET OF THE REGULATED MARKET OF THE ATHENS EXCHANGE [17.06.2025]

Alpha Services and Holdings S.A., (hereinafter "Alpha Holdings" or the "Company") 100% parent of "ALPHA BANK SOCIETE ANONYME" (hereinafter the "Bank" or "Alpha Bank") announces that, following:

  • (a) the resolution of the Self-Convened Extraordinary General Meeting of the Bank dated 30.4.2025, by virtue of which the listing of all shares of Alpha Bank on the main market of the Athens Exchange was resolved;
  • (b) the resolution of the Self-Convened Extraordinary General Meeting of the Bank dated 12.6.2025, by virtue of which the merger by absorption of the Company by the Bank was approved, pursuant to the provisions of Article 16 of Law 2515/1997, as well as Articles 7 to 21 and 140 of Law 4601/2019 (the "Reverse Merger" or the "Merger");
  • (c) the resolution of the Listings and Market Operation Committee of ΑΤΗΕΧ dated 13.6.2025, regarding the preliminary fulfilment of listing requirements with regard to the listing of the Bank's shares on the Main Market of the Regulated Market of the ΑΤΗΕΧ, according to article 2 par. 4 of Law 3371/2005 and paragraphs 3.1.15.3 και 3.1.15.6 of the ATHEX Rulebook, subject to the approval of the Prospectus (as defined below) by the Hellenic Capital Market Commission ;
  • (d) the approval of the Prospectus of the Bank by the Hellenic Capital Market Commission dated 16.6.2025 (the "Prospectus"), which has been prepared in accordance with Regulation (EU) 2017/1129, the Delegated Regulations (EU) 2019/979 and (EU) 2019/980 and the applicable provisions of Law 4706/2020, as amended and in force, regarding: (a) the initial listing without commencement of trading of all the existing 51,979,992,461 common, registered, voting shares of the Bank, with a nominal value of €0.09 per share (the "Initial Shares") in accordance with paragraph 3.1.15.6 of ATHEX Rulebook and (b) the listing and admission to trading on ATHEX of the new 2,315,124,036 common, registered, voting dematerialised shares of the Bank, with a nominal value of €0.29 each (the "New Shares") to be issued in the context of the Merger (the "Listing"); and
  • (e) the announcement of the Bank regarding the availability of the approved Prospectus to investors;

on Tuesday 17.06.2025, the Initial Shares of the Bank were listed on the Main Market of the Regulated Market of the ATHEX, without commencement of trading, in accordance with paragraph 3.1.15.6 of the ATHEX Rulebook, following the resolution of the Listings and Market Operation Committee of ΑΤΗΕΧ.

The Merger has already been approved by the European Central Bank, is subject to the approval of the Extraordinary General Meeting of the Shareholders of Alpha Holdings on 23.06.2025 and is expected to be completed on or around 27.06.2025. Further, the commencement of trading of the New Shares on ATHEX, which will be issued in the context of the Merger, is expected to take place on the first trading day following completion of the Merger, i.e. on or around 30 June 2025.

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