< Explanatory Report of the Board of Directors
Significant agreements put in force, amended or terminated in the event of a change in the control of the Company, following a public offer
The Company has no agreements which become effective, are amended or terminated in the event of a change in the control of the Company specifically following a public offer.
It should be noted, though, that there are loan and other agreements in place, which provide, as it is common in such agreements, the right of the counterparty, lending bank or bond holder, to request, under certain conditions, the early repayment of the loan or bond or their exit from the Group companies they participate , as the case may be, in the event of a change of control in the Company. However, this right is not granted specifically in case the change of control in the Company results from a public offer.
The most significant agreements as above are the following:
a) the Multicurrency Revolving Facility Agreement up to the amount of Euro 585 million entered into among the Group’s subsidiary, Titan Global Finance Plc and a syndicate of lending banks and the Company as Guarantor;
b) the European Bond, for an amount of Euro 200 million, issued by Titan Global Finance Plc, under the guarantee of the Company;
c) the Bond, for an amount of Euro 75 million, issued by the Company, where EFG Eurobank Ergasias is acting as the representative of the bond holders and the paying agent;
d) the Bond, for an amount of Euro 50 million, issued by the Company, where EFG Eurobank Ergasias is acting as the representative of the bond holders and the paying agent;
e) the Syndicated Bond, for an amount of 135 million Euro, issued by the Company, where Alpha Bank is acting as the representative of the bond holders and the paying agent and Alpha Bank, National Bank of Greece, and HSBC are the bondholders;