Prospectus • Jun 24, 2025
Prospectus
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The company "AEGEAN AIRLINES S.A." (hereinafter the "Company") hereby announces that as of 24.06.2025 it makes available to investors, the prospectus, as approved by the Board of Directors of the Hellenic Capital Market Commission, in its meeting held on 24.06.2025 (the "Prospectus"), which was prepared in accordance with Regulation (EU) 2017/1129, as applicable, delegated Regulations (EU) 2019/979 and 2019/980 and Law 4706/2020, as in force, in relation to the issuance by the Company of a common bond loan (hereinafter the "CBL"), of a total nominal amount of up to €250,000,000, with a duration of seven (7) years, divided into up to 250,000 dematerialized, common, registered bonds, each of a nominal value of €1,000 (hereinafter the "Bonds"), in accordance with the resolution of the Board of Directors of the Company, dated 19.06.2025 (hereinafter the "Issue"). The Bonds to be issued, will be offered for subscription to investors by means of a public offering in Greece (the "Public Offering"), via the electronic book-building service (the "EBB") of the Athens Exchange (hereinafter the "ATHEX"), registered with the Dematerialized Securities System (hereinafter the "DSS"), and admitted to trading on the Fixed Income Securities segment of the Regulated Market of the ATHEX.
The Athens Exchange, during its meeting on 23.06.2025, approved the admission to trading of the Bonds in the Fixed Income Securities segment of the Regulated Market of the ATHEX, under the condition of approval of the Prospectus by the Hellenic Capital Market Commission and the successful completion of the Public Offering of the Company's Bonds.
The indicative timetable for the completion of the CBL's Public Offering and the commencement of trading of the Bonds in the Fixed Income Securities segment of the Regulated Market of the Athens Exchange is the following:
| INDICATIVE DATE | EVENT |
|---|---|
| 24.06.2025 | Prospectus Approval by HCMC. |
| 24.06.2025 | Publication of announcement regarding the availability of the Prospectus and the commencement of the Public Offering and subscription of investors in the ATHEX Daily Statistical Bulletin and on the Company's website. |
| 24.06.2025 | Publication of the Prospectus. |
| 27.06.2025 | Announcement of the yield range of the Bonds. |
| 30.06.2025 | Commencement of the Public Offering - participation of investors, through the EBB (10 a.m. Greek time). |
| 02.07.2025 | Conclusion of the public offering - participation of investors, through the EBB, (16:00 Greek time). |
| 02.07.2025 | Publication of the announcement regarding the fulfillment of the conditions for the issuance of the CBL, the final yield and interest rate in the ATHEX Daily Statistical Bulletin and on the Company's website. * |
| 04.07.2025 | Certification by the Company of the collection of the amount raised and the issuance of the CBL. |
| Delivery of the Bonds to the investors through registration in Securities Accounts kept in the DSS. |
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT INTENDED TO AND SHALL NOT BE DISTRIBUTED, IN WHOLE OR IN PART, IN ANY COUNTRY WHERE THE RELEASE, PUBLICATION OR DISTRIBUTION OF SUCH INFORMATION IS CONTRARY TO THE APPLICABLE LAWS OR REGULATIONS OR WOULD REQUIRE A LICENSE OR REGISTRATION TO THAT END. THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE OR A SOLICITATION OF AN OFFER TO PURCHASE ANY SECURITIES OF THE COMPANY IN ANY JURISDICTION IN WHICH AN OFFER IS UNLAWFUL.
| INDICATIVE DATE | EVENT |
|---|---|
| Publication of the announcement concerning the outcome of the Public Offering and for the trading commencement of the Bonds. |
|
| 07.07.2025 | Commencement of trading of the Bonds in the Fixed Income Securities segment of the Regulated Market of the ATHEX. |
* In the event that the Issue is cancelled, investors will be informed within two (2) business days about the means and date of release of their funds.
It is noted that the above timetable is dependent upon a series of uncertain factors and for this reason is subject to change. In any case, investors will be notified with a subsequent announcement by the Company.
The Prospectus, as approved by the Board of Directors of the Hellenic Capital Market Commission on 24.06.2025, will be available to the public in electronic form, in accordance with article 21, par. 2, of Regulation (EU) 2017/1129, on the following websites:
Moreover, throughout the term of the Public Offering and at the Company's initiative, a copy of the Prospectus will be available to investors free of charge in printed form upon request, at the Company's headquarters, at Athens International Airport, Building 57, 19019 Spata, the branches and offices of the Joint Coordinators and Bookrunners "Piraeus Bank S.A." and "Eurobank S.A.", the Issuing Advisors "Piraeus Bank S.A." and "EUROXX Securities S.A.", the Lead Underwriters "National Bank of Greece S.A." and "Alpha Bank S.A." and the Underwriters "Attica Bank S.A." and "Optima Bank S.A.". In accordance with article 21(5) of the Prospectus Regulation, the Hellenic Capital Market Commission publishes on its website (http://www.hcmc.gr/el_GR/web/portal/elib/deltia) all approved prospectuses οr at least a list of approved prospectuses, as well as the identification of the host Member State or Member States where the prospectuses are notified in accordance with Article 25 of Regulation (EU) 2017/1129.
Investors interested in additional information or clarifications may contact the Company's offices, during business days and hours, at Athens International Airport, Building 57, 19019 Spata, Tel.: +30 210-6261519 (contact person: Ms. Anthi Katelani, Investor Relations Manager).
THIS ANNOUNCEMENT AND THE INFORMATION CONTAINED HEREIN ARE NOT INTENDED TO AND SHALL NOT BE DISTRIBUTED, IN WHOLE OR IN PART, IN ANY COUNTRY WHERE THE RELEASE, PUBLICATION OR DISTRIBUTION OF SUCH INFORMATION IS CONTRARY TO THE APPLICABLE LAWS OR REGULATIONS OR WOULD REQUIRE A LICENSE OR REGISTRATION TO THAT END. THIS ANNOUNCEMENT IS NOT AN OFFER OF SECURITIES FOR SALE OR A SOLICITATION OF AN OFFER TO PURCHASE ANY SECURITIES OF THE COMPANY IN ANY JURISDICTION IN WHICH AN OFFER IS UNLAWFUL.
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