ILYDA SA
Announcement.
ILYDA SA (the Company), in reply to the relevant request of the HCMC (Hellenic Capital Market Commission) and pursuant to the Announcement (Press Release) published on the Daily Official List of the ATHEX dated April 26, 2010 with respect to the signed 3-year term financing framework Agreement concluded between the Company and GEM GLOBAL YIELD FUND LIMITED (the Investor) clarifies the following:
1. There is no connection between the Company or members of the Company's Board of Directors or the Company's main shareholders and the Investor or its Directors or its shareholders.
2. With the exception of the already announced above agreement, no other agreement has been concluded between the major shareholder of the Company, Mr Vassilis Anyfantakis (the Major Shareholder), and the Investor.
3. There is no provision in the concluded Agreement regarding the nomination of members of the Company's BoD on behalf of the Investor.
4 As announced, the Agreement is a three-year term agreement and provides for the Company's option during its term to make partial draw downs of the above financing facility amounting in total up to 15,000,000 euros. The amount of the requested each time financing shall be connected to the trading volume of the Company's shares. The coverage for each partial draw down will be effectuated through the issue of Company's shares that shall be given to the Investor through a private placement.
5. In particular, regarding the Bond convertible to shares that has been agreed to be also covered through a private placement by the Investor, the above Bond Loan will amount in total up to approximately 6,8 mil Euros and can be issued either in tranches or in one single issue. The Issue/ Subscription Price of each Bond has been agreed to 1.03 Euros and the conversion ratio of convertible bonds to the Company's shares shall be one (1) share against one (1) convertible bond.
6. The performance of the Agreement is not subject to any conditions, with the exception of the pre-condition of taking the necessary decisions and approvals from the Company's competent corporate bodies in respect of the procedures for the Company's share capital increase and the issue of the Convertible Bond Loan as above.
1. There is no connection between the Company or members of the Company's Board of Directors or the Company's main shareholders and the Investor or its Directors or its shareholders.
2. With the exception of the already announced above agreement, no other agreement has been concluded between the major shareholder of the Company, Mr Vassilis Anyfantakis (the Major Shareholder), and the Investor.
3. There is no provision in the concluded Agreement regarding the nomination of members of the Company's BoD on behalf of the Investor.
4 As announced, the Agreement is a three-year term agreement and provides for the Company's option during its term to make partial draw downs of the above financing facility amounting in total up to 15,000,000 euros. The amount of the requested each time financing shall be connected to the trading volume of the Company's shares. The coverage for each partial draw down will be effectuated through the issue of Company's shares that shall be given to the Investor through a private placement.
5. In particular, regarding the Bond convertible to shares that has been agreed to be also covered through a private placement by the Investor, the above Bond Loan will amount in total up to approximately 6,8 mil Euros and can be issued either in tranches or in one single issue. The Issue/ Subscription Price of each Bond has been agreed to 1.03 Euros and the conversion ratio of convertible bonds to the Company's shares shall be one (1) share against one (1) convertible bond.
6. The performance of the Agreement is not subject to any conditions, with the exception of the pre-condition of taking the necessary decisions and approvals from the Company's competent corporate bodies in respect of the procedures for the Company's share capital increase and the issue of the Convertible Bond Loan as above.