ENTERSOFT S.A. σελ. 1 / 2
Announcement
Contact details:
Ioanna Krasopoulou Head of Shareholder and Corporate Announcements Department Τ: 0030- 2109525001, email: ir@entersoft.gr
Announcement
Athens, March 4, 2024
The Joint Stock Company "ENTERSOFT S.A. PRODUCTION AND TRADE COMPANY FOR SOFTWARE AND SERVICES" (hereinafter the "Company"), in accordance with article 17 para. 1 of Regulation (EU) No. 596/2014 in order to inform the public and following information communicated on March 3, 2024 by its shareholders, Charalambos Avratoglou, Charalambos Dimitrakopoulos, Konstantinos Dimitrakopoulos, Panagiotis Dimitrakopoulos, Andreas - Panagiotis Kansouzidis, Fragkiskos - Panagiotis Kansouzidis, Antonios Kotzamanidis, Melina Sarah Kotzamanidi, Nikolaos Kotzamanidis, Stavros Menegos, Pagona Nikolopoulou, Pantelis Nikolopoulos, and Aikaterini Papachristopoulou (hereinafter the "Shareholders") who jointly hold 16,119,831 common registered voting shares, representing in aggregate 53,73% of the Company's entire share capital and voting rights, announces that on 2 March 2024 each of the Shareholders executed an agreement (the "Agreement") with Olympia Group Ltd and the support of an international investor (hereinafter the "Investors") relating to the Investors' intention to acquire the total number of shares held by the Shareholders via a special purpose company to be established to that end by the Investors (the "Acquirer"). More particularly, in accordance with the Agreement each of the Shareholders granted an irrevocable binding undertaking to accept the acquisition of the total number of shares that he/she holds (directly or indirectly) in the Company for a purchase price of eight (8) € per share. This acquisition will take place within the acceptance period of the Tender Offer (as defined below) at the Investors' election either (i) by virtue of a bilateral sale and purchase transaction between each Shareholder and the Acquirer or (ii) by means of each Shareholder's acceptance of the Tender Offer. The above binding undertakings of the Shareholders shall remain valid, provided that the Tender Offer is launched, and in any event, they shall cease after 31 August 2024.
Conversely, the Investors undertook to ensure the announcement of a voluntary tender offer for the acquisition of the Company's total number of shares at the price of eight (8) € per share, according to the provisions of Law 3461/2006, as currently in force (the "Tender Offer"). The Tender Offer is expected to be subject to the following conditions: (i) acquisition by the Acquirer of shares representing at least 67% of the total voting rights in the Company on the date the Tender Offer
⚫Athens: 362 Siggrou Ave. & Evripidou, GR 17674 Kallithea|T:+30 211 101 5000|info@entersoft.gr|www.entersoft.eu
⚫Thessaloniki: 21 Ant. Tritsi, GR 57001 Pilaia |T:+30 2310 804840|info@entersoft.gr|www.entersoft.eu
⚫Patras: Othonos & Amalias 56, GR 26221 |T:+30 261 1104620|info@entersoft.gr|www.entersoft.eu
⚫Larisa: Farsalon 113, GR 41335 |T: +30 2410 670060|info@entersoft.gr|www.entersoft.eu
⚫Bucharest: 43 Polona Str., 6th floor, RO 010493|T:+40 21 230 1201|sales@entersoft.ro|www.entersoft.ro
⚫Sofia: EVROTUR Business Center, 12 Mihail Tenev, 6thfl./21st, BG 1784|T: +359 879 920002|info@entersoft.bg|www.entersoft.bg
σελ. 2 / 2
acceptance period expires, including the Shareholders' voting rights, and (ii) receipt of all necessary approvals by the competent competition authorities, including the Hellenic Competition Commission.
Furthermore, the Company, in response to the Capital Market Commission's letter No. 563/01.03.2024 on e-publications that refer to discussions of the Company for a possible merger with the company SoftOne, announces to the investors that it denies said e-publications.
The Company shall notify the public of any new developments or information.
Entersoft is a group of IT companies that provides a wide range of software and specialized solutions (ERP, CRM, SCM, Retail, Mobile, HRM, eInvoicing, eCommerce) to companies of all sizes for the automation of all units, departments and business activities using integrated innovations (Cloud, SaaS, Web, BI, AI, ML, etc.). With a systematic implementation, training and support methodology, it covers all vertical markets such as Manufacturing, Commerce, Retail, Retail, Food & Hospitality, Services, Primary Sector, Logistics and Healthcare. Being listed on the Athens Stock Exchange Regulated Market, it has significant export activity and serves thousands of customers in over 40 countries with mission-critical software. It has well-trained and certified executives and a quality network of partners with significant expertise and has shown strong growth rates over time.
⚫Athens: 362 Siggrou Ave. & Evripidou, GR 17674 Kallithea|T:+30 211 101 5000|info@entersoft.gr|www.entersoft.eu
⚫Thessaloniki: 21 Ant. Tritsi, GR 57001 Pilaia |T:+30 2310 804840|info@entersoft.gr|www.entersoft.eu
⚫Patras: Othonos & Amalias 56, GR 26221 |T:+30 261 1104620|info@entersoft.gr|www.entersoft.eu
⚫Larisa: Farsalon 113, GR 41335 |T: +30 2410 670060|info@entersoft.gr|www.entersoft.eu
⚫Bucharest: 43 Polona Str., 6th floor, RO 010493|T:+40 21 230 1201|sales@entersoft.ro|www.entersoft.ro
⚫Sofia: EVROTUR Business Center, 12 Mihail Tenev, 6thfl./21st, BG 1784|T: +359 879 920002|info@entersoft.bg|www.entersoft.bg
Attachments
- Original Link
- Original Document
- Permalink
Disclaimer
Entersoft SA published this content on 04 March 2024 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 04 March 2024 08:06:07 UTC.
