Further to the relevant announcements dated 2 December 2019 and 11 February 2020, MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby informs the investment public that the transaction for the acquirement of exclusive shareholder control of the companies ALPHA SATTELITE TELEVISION S.A. (it operates the television channel ALPHA), ALPHA RADIO S.A. (it operates the radio station ALPHA 98.9 in Attika) and ALPHA RADIO KRONOS S.A. (it operates the radio station ALPHA 96.5 in Salonica) by MEDIAMAX HOLDINGS LIMITED (*) was completed on 27 July 2020.
Maroussi, 28 July 2020
The Board of Directors
(*) An 100% subsidiary of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A.
MOTOR OIL (HELLAS) S.A. hereby announces the completion of the transaction for the acquisition one wind park with 3 MW licensed capacity which is located in Central continental Greece.
The transaction has been effected through TEFORTO HOLDINGS LIMITED (*) which acquired all the shares of the company OPOUNTIA ECO WIND S.A. which was a participation of DELTA TECHNIKI S.A. The wind park constitutes an asset of OPOUNTIA ECO WIND S.A.
The above move forms part of the MOTOR OIL Group strategy for further penetration in the sector of Renewable Energy Sources since, following the completion of the said wind park, the Group’s RES installed capacity will reach 60 MW.
Maroussi, 24 July 2020
The Board of Directors
(*) A wholly owned subsidiary of the MOTOR OIL Group.
Following its previous announcement dated July 8th, 2020, MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. (The Company) hereby informs the investment public that the 10day deadline for the submission of a request for a General Meeting to decide on the special permission allowing its subsidiary IREON INVESTMENTS LTD (the Seller) to proceed with the sale of the shares the latter holds in the companies OPTIMA ASSET MANAGEMENT A.E.D.A.K. and OPTIMA Factors S.A., lapsed on 20th of July 2020.
The said special permission is valid for six months and within this period IREON INVESTMENTS LTD can proceed with the sale of the percentage of its participation in OPTIMA ASSET MANAGEMENT A.E.D.A.K. (94.52%) and OPTIMA Factors S.A. (100%) for a total consideration of Euro 199,870.30 and Euro 6,307,000 respectively.
The Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. set the offered price at Euro 0.74 per share of OPTIMA ASSET MANAGEMENT A.E.D.A.K. and Euro 1.70 per share of OPTIMA Factors S.A., having taken into consideration the fairness opinion report on OPTIMA ASSET MANAGEMENT A.E.D.A.K. and OPTIMA Factors S.A. dated 19 June 2020 (available in Greek language on the Company website www.moh.gr at the particular option: Investor Relations/ Regulatory Announcements/ News) conducted by the audit firm Grant Thornton. The above-mentioned prices in Euro per share are considered in the Grant Thornton report as true and fair for the Company and its shareholders who are not related persons including the minority shareholders.
MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. will inform the investment public regarding the progress of the above-mentioned transactions.
The present announcement is issued in accordance with paragraph 2 of the Article 101 of the Law 4548/2018.
Maroussi, 21 July 2020
The Board of Directors
Special permission of the Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. to its subsidiary IREON INVESTMENTS LTD to proceed with transactions with related parties pursuant to articles 99-101 of the Law 4548/2018.
MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. (The Company) hereby announces that its Board of Directors in its meeting dated 6 July 2020, decided to grant a special permission allowing its subsidiary IREON INVESTMENTS LTD (the Seller) to proceed with the sale of the shares the latter holds in the companies OPTIMA ASSET MANAGEMENT A.E.D.A.K and OPTIMA Factors S.A. The buyer of the shares of the above companies will be OPTIMA BANK S.A., in the share capital of which IREON INVESTMENTS LTD participates with a percentage of 97.08%.
Today IREON INVESTMENTS LTD is in possession of a 94.52% stake in OPTIMA ASSET MANAGEMENT A.E.D.A.K and a 100% stake in OPTIMA Factors S.A.
The Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. with its decision dated July 6th, 2020, having taken into consideration the fairness opinion dated 19.6.2020 (available on the Company website www.www.moh.gr at the particular option: News/2020), conducted by the auditing firm Grant Thornton, set the offered price at Euro 0.74 per share for OPTIMA ASSET MANAGEMENT S.A. and at Euro 1.70 per share for OPTIMA FACTORS S.A. The aforementioned prices per share are termed in the Grant Thornton report as true and fair for the Company and its shareholders who are not related persons including the minority shareholders. The said prices per share correspond to a consideration of Euro 199,870.30 for the 94.52% stake of OPTIMA ASSET MANAGEMENT S.A. and Euro 6,307,000 for all OPTIMA FACTORS S.A. shares.
It is noted that, in July 2019, the total cash outlay of IREON INVESTMENTS LTD for the purchase of the 94.52% stake of OPTIMA ASSET MANAGEMENT S.A. was Euro 200,000 and for the purchase of the 100% stake of OPTIMA FACTORS S.A. was Euro 6,300,000.
According to the Law 4548/2018 the special permission granted by the Board of MOTOR OIL (HELLAS) S.A. for the completion of the transactions is valid for six (6) months.
This announcement is issued in accordance with the paragraph 3 of the Article 100 of the Law 4548/2018.
Maroussi, 8 July 2020
The Board of Directors
Grant Thornton – Fairness opinion on OPTIMA ASSET MANAGEMENT A.E.D.A.K and OPTIMA FACTORS S.A. shares (available in Greek only)
Pursuant to article 2 of the Decision 3/347/12.7.2005 of the Hellenic Capital Markets Commission, it is hereby announced that the new Board of the Company in its meeting dated 22 June 2020 reorganized as a Body Corporate as follows:
Vardis J. Vardinoyannis – Chairman and Managing Director, Executive Member
Yannis V. Vardinoyannis – Vice Chairman, Executive Μember
John N. Kosmadakis – Deputy Managing Director, Executive Μember
Petros Τ. Tzannetakis – Deputy Managing Director, Executive Μember
Demosthenes N. Vardinoyannis – Νon Executive Μember
George P. Alexandridis – Νon Executive Μember
Michael-Matheos J. Stiakakis – Executive Μember
Theofanis Chr. Voutsaras – Executive Μember
Niki D. Stoufi – Non Executive Member
Antonios Th. Theocharis – Νon Executive / Independent Μember
Anastasios-Elias Chr. Triantaphyllidis – Νon Executive / Independent Μember
Panayotis J. Constantaras – Non Executive / Independent Member
The term of the above members of the Board is for one year commencing on the next day following their election by the General Assembly and extended to the deadline the next Ordinary General Assembly has to take place and until the relevant decision is taken.
Maroussi, 24 June 2020
The board of Directors
Motor Oil. announces that the Interim Financial Statements for the period 1.1.2020 – 31.3.2020 will be available on the Company web site www.www.moh.gr (Investor Relations / Financial Information / Quarterly Financial Statements) as well as on the ATHENS EXCHANGE website www.athexgroup.gr after the close of business on Wednesday 3 June 2020 while a teleconference has been scheduled for Thursday 4 June 2020 at 17:30 hrs local time (UK: 15:30, EASTERN US: 10:30).
Maroussi, 22 May 2020
The Board of Directors
With reference to its previous announcement dated 11 March 2020, Motor Oil. hereby announces the change of the date of the Annual Ordinary General Meeting which will be held on Wednesday 17 June 2020 (instead of Wednesday 3 June 2020).
With regard to the dividend remainder of the year 2019 the ex-date, record date and payment commencement date remain unchanged (Wednesday 24/6/2020, Thursday 25/6/2020 and Wednesday 1 July 2020 respectively).
Maroussi, 12 May 2020
The Board of Directors
Update regarding the special permission of the Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. for transactions with related parties pursuant to articles 99-101 of the Law 4548/2018.
Following its previous announcement dated 27th of March 2020, MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. (The Company) hereby informs the investment public that the 10 day deadline for the submission of a request for a General Meeting to decide on the special permission allowing its subsidiary IREON INVESTMENTS LTD (the Seller) to proceed with a partial divestment from OPTIMA BANK S.A., lapsed on 6th of April 2020.
The said special permission is valid for six months and within this period IREON INVESTMENTS LTD can proceed with the sale of OPTIMA BANK S.A. shares corresponding up to a 45% stake at a price of Euro 18.35 per share. The buyers of the OPTIMA BANK S.A. shares will be related to MOTOR OIL (HELLAS) S.A. parties, as these parties are defined in the articles 99 until 101 of the Law 4548/2018, the Executive Vice Chairman Mr. Yannis V. Vardinoyannis and the Non-Executive Director Mr. Demosthenes N. Vardinoyannis being among them.
The Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. set the offered price at Euro 18.35 per OPTIMA BANK S.A. share, having taken into consideration the fairness opinion report on OPTIMA BANK S.A. dated 18 March 2020 conducted by the audit firm Grant Thornton. The price of Euro 18.35 per share is considered in the Grant Thornton report as a true and fair price for the Company and its shareholders who are not related persons including the minority shareholders since this price falls within the price range of comparable values mentioned in the report (available in Greek language on the Company website www.www.moh.gr at the particular option News / 2020).
MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. will inform the investment public regarding the progress of the above mentioned transactions.
The present announcement is issued in accordance with paragraph 2 of the Article 101 of the Law 4548/2018.
Maroussi, 7 April 2020
The Board of Directors
Grant Thornton – Fairness opinion on OPTIMA BANK S.A. shares (available in Greek only)
Special permission of the Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. to its subsidiary IREON INVESTMENTS LTD to proceed with transactions with related parties pursuant to articles 99-101 of the Law 4548/2018.
MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. (The Company) hereby announces that its Board of Directors in its meeting dated 26 March 2020 decided to grant a special permission allowing its subsidiary IREON INVESTMENTS LTD (the Seller) to proceed with a partial divestment through the sale of OPTIMA BANK S.A. shares at a price of Euro 18.35 per share. The buyers of the OPTIMA BANK S.A. shares corresponding up to a 45% stake of OPTIMA BANK S.A. will be related to MOTOR OIL (HELLAS) S.A. parties, as these parties are defined in the articles 99 until 101 of the Law 4548/2018, the Executive Vice Chairman Mr. Yannis V. Vardinoyannis and the Non-Executive Director Mr. Demosthenes Vardinoyannis being among them.
Today IREON INVESTMENTS LTD is in possession of a 97.08% stake in OPTIMA BANK S.A. and following the completion of the share sale transactions this stake could be reduced to as low as 52.08%.
The Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. with its decision dated 26 March 2020, having taken into consideration the fairness opinion report on OPTIMA BANK S.A. dated 18 March 2020 conducted by the audit firm Grant Thornton, set the offered price at Euro 18.35 for each OPTIMA BANK S.A. share. The price of Euro 18.35 per share is termed in the Grant Thornton report as a true and fair price for the Company and its shareholders who are not related persons including the minority shareholders since this price falls within the price range of comparable values mentioned in the report (available in Greek language on the Company website www.www.moh.gr at the particular option News / 2020). The said price per share leads to a valuation of Euro 69,040,407 for all OPTIMA BANK S.A. shares.
It is noted that, the cash outlay of IREON INVESTMENTS LTD for the purchase of the 97.08% stake of OPTIMA BANK S.A., in July 2019, was Euro 67,000,000 (compared to Euro 67,027,485.40 based on the offered price of Euro 18.35 per share).
According to the Law 4548/2018 the special permission granted by the Board of MOTOR OIL (HELLAS) S.A. for the completion of the transactions is valid for six (6) months.
This announcement is issued in accordance with the paragraph 3 of the Article 100 of the Law 4548/2018.
Maroussi, 27 March 2020
The Board of Directors
Grant Thornton – Fairness opinion on OPTIMA BANK S.A. shares (available in Greek only)
MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. proceeded with the annual briefing to analysts over the teleconference regarding the 2019 Full Year Financial Results of the Group.
The key points of the presentation are presented hereunder:
- The Company product sales reached 14.2 MT million in 2019 (14.4 MT million in 2018) well above the nominal capacity of its Refinery
- Exports and Aviation – Bunkering sales accounted for 82.17% of total sales volume in 2019 (82.51% in 2018) and Refining sales accounted for 85.75% of total sales volume (90.87% in 2018)
- The Company completed a scheduled turnaround in the period September – October 2019 of the FCC unit, as well as ad hoc maintenance in other conversion units as deemed necessary during the year
- The second half of fiscal 2019 financial results of the Company were impacted because of the tight refining margin environment and the programmed turnaround works, while part of the impact was offset due to the lower corporate tax rate of 24% applicable on the taxable profit of the whole year
- In 2019 the Group laid the foundations for the diversification of its revenues through its entrance in the Renewable Energy Sources sector (construction project of 3 wind parks of total capacity 9.4 MW) a move coupled with the acquisition of a portfolio of Photovoltaic Plants on full operation of total capacity 47 MW early in 2020
- The impact on the financial results of the Company from the world economy slowdown due to the measures taken to tackle the spread of the COVID-19 cannot be quantified at present time. Crude prices will undoubtedly have an impact on inventory valuation this, nevertheless, being an one-off considering the current low prices of Refinery feedstock. The Company is geared to deliver refining margins above the benchmark. No real estimate for the development of refining margins can be made. The Company has availability of credit lines to support the uninterrupted continuation of its operations
- Early in Q1 2020 the Company performed scheduled maintenance works of the Mild Hydrocracker Unit a feat which could not be possible currently due to measures taken aiming to protect the health of the workforce.
PARENT COMPANY FINANCIAL FIGURES FOR THE FISCAL YEAR 2019
The parent company Earnings before Interest, Tax, Depreciation and Amortization (EBITDA) reached Euro 359.6 million for 2019 compared to Euro 411.1 million in 2018.
The parent company Earnings before Taxes amounted to Euro 268.7 million for the fiscal year 2019 compared to Earnings of Euro 317 million for the fiscal year 2018.
The parent company Earnings after Tax amounted to Euro 205.5 million for the fiscal year 2019 compared to Earnings of Euro 228.1 million for the fiscal year 2018.
CONSOLIDATED KEY FINANCIAL FIGURES FOR THE FISCAL YEAR 2019
The consolidated Earnings before Interest, Tax, Depreciation and Amortization (EBITDA) reached Euro 474 million for the fiscal year 2019 compared to Euro 495.1 million for the fiscal year 2018.
The consolidated Earnings before Tax reached Euro 303.4 million for the fiscal year 2019 compared to Earnings of Euro 355.4 million for the fiscal year 2018.
The consolidated Earnings after Tax came in at Euro 224.2 million for the fiscal year 2019 compared to Earnings of Euro 254.7 million for the fiscal year 2018.
DIVIDEND
The management of the Company will propose at the upcoming Annual Ordinary General Assembly of Company shareholders the distribution of an amount totaling Euro 127.4 million (or Euro 1.15/share) as a dividend for the fiscal year 2019 denoting a payout ratio of 62% compared to 63% the previous year. The DPS amount corresponds to a yield in excess of 10% based on the current market price of the Company shares.
Maroussi, 20 March 2020
The Board of Directors
