25/04/2025 15:38:09

Special permission of the Board of MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. to its subsidiary MANETIAL LIMITED to proceed with a transaction with a related party pursuant to the articles 99-101 of the Law 4548/2018

Following its announcements issued on 11 June and 01 July 2024, MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. (The “Company”) hereby announces that its Board in its meeting dated 10 January 2025 decided to grant a special permission allowing its subsidiary MANETIAL LIMITED to proceed with the acquisition of 94.44% of the share capital of the company under the legal name HELECTOR S.A. Specifically, the Company’s Board provided its approval to MANETIAL LIMITED (Buyer) to acquire 185,793 registered shares issued by HELECTOR S.A. owned by the listed on the Athens Exchange company ELLAKTOR S.A. (Seller and SPA counterparty) for a total consideration amount of EUR 114,731,111.11, which  shares correspond to 94.44% of the share capital of HELECTOR S.A., according to the terms of the Share Purchase Agreement (SPA) entered between them on the 03rd July 2024.

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. and ELLAKTOR S.A. are related parties, as the former participates today with a 26.88% stake in the share capital of the latter, pursuant to the articles 99-101 of the Law 4548/2018.

The Company’s Board having taken into consideration the fairness opinion report conducted by Deloitte Certified Public Accountants S.A. dated 10 January 2025, deemed the consideration amount of EUR 114,731,111.11 for the acquisition, through MANETIAL LIMITED, of the 94.44% stake of HELECTOR S.A. as a fair and reasonable price for the Company and its shareholders who are not related parties including the minority shareholders pursuant to the provisions of the article 101 par. 1 of the Law 4548/2018. According to the report of Deloitte Certified Public Accountants S.A., the amount of EUR 114,731,111.11, as this will be adjusted in accordance with the usual terms and conditions in transactions of this nature as included in the SPA dated 03 July 2024, corresponds to the fair market value of 94.44% of HELECTOR S.A.

The report of Deloitte Certified Public Accountants S.A. is available on the Company website www.moh.gr at the option: Investor Relations / Regulatory Information / Regulatory Announcements / 2025.

According to the Law 4548/2018 the special permission granted by the Company’s Board for the completion of the transaction for the transfer of the abovementioned 185,793 shares of HELECTOR S.A. is valid for six (6) months.

The present announcement is issued in accordance with the paragraph 3 of the Article 100 of the Law 4548/2018.

Maroussi, 15 January 2025

The Board of Directors

 

Fairness-Opinion-Report-of-Deloitte-Certified-Public-Accountants-S.A.-available-in-Greek-only.pdf

Appointment of Executives

MOTOR OIL (HELLAS) S.A. (the “Company”) announces the hiring of Mr. Efstratios Patsatzis as the Company’s General Manager of Finance and the appointment of Mr. Dimitrios Kontaxis in the position of the General Manager of the Circular Economy sector.

Mr. Efstratios Patsatzis (1982) holds a Bachelor’s degree in Business Administration from the University of Derby (United Kingdom), a postgraduate degree (major: Accounting and Finance) from the Athens University of Economics and Business, and an MBA from the University of Kentucky (USA). In addition, he has completed the Strategic Leadership program at INSEAD. During his 16-year professional career, prior to his employment with MOTOR OIL, he served as a senior financial and administrative executive in well-known companies, both in Greece and abroad, engaging in various business sectors including the steel industry, construction, shipping, IT and tourism.

Mr. Dimitrios Kontaxis (1967) has been working since 1998 for various companies of the MOTOR OIL (HELLAS) S.A. Group having served as Managing Director of the subsidiary LPC SINGLE MEMBER S.A. and as General Manager of the subsidiary AVIN OIL SINGLE MEMBER S.A. whilst he joined the Company in July 2022. He has accumulated solid professional experience and knowhow in the fields of the Environment, waste management, recycling and Circular Economy. He is Vice President of the Hellenic Petroleum Marketing Companies Association (SEEPE). Mr. Kontaxis has Degrees in Chemical Engineering and in Economics from the University of Massachusetts at Amherst.

Mr. Emmanouel Christeas, until recently the Company’s General Manager of Finance, is taking over the position of Finance Manager of the Circular Economy sector.

Maroussi, 21 November 2024

The Board of Directors

Amendment to the Composition of the Board of Directors

In the context of article 2 of the Decision 3/347/12.7.2005 of the Hellenic Capital Markets Commission, MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that its Board, following the passing of its Chairman Vardis J. Vardinoyannis, convened on Monday 18 November 2024 and reorganised as a Body Corporate as follows:

Yannis V. Vardinoyannis – Chairman & CEO, Executive Μember

Nikolaos Th. Vardinoyannis – Νon-Executive Μember

John N. Kosmadakis – Deputy CEO, Executive Μember

Petros Τ. Tzannetakis – Deputy CEO, Executive Μember

George J. Prousanidis – Vice Chairman – Non-Executive Member (new member)

Michael-Matheos I.-E. Stiakakis – Executive Member

Niki D. Stoufi – Non-Executive Member

Panayotis J. Constantaras – Non-Executive / Independent Member

Rania N-P Ekaterinari – Non-Executive / Independent Member

Dimitrios-Antonios  A. Anifantakis – Non-Executive / Independent Member

 

The office term of the above Board is until the next General Assembly and until a relevant decision for a new Board of Directors is made.

 

Maroussi, 18 November 2024

The Board of Directors

Update in connection with the fire incident of 17 September 2024

MOTOR OIL (HELLAS) S.A. hereby provides an update concerning the impact on its Refinery operations due to the fire incident which occurred on Tuesday 17 September 2024.

The Refinery unit affected was one of the two crude distillation units (CDU).

The damaged unit is undergoing restoration works aiming at the reinstatement of its operability. Even though no precise timeframe can be offered at this time, the initial estimate is that the repair works are expected to be completed within Q3 2025.

Until then a contingency plan is in place involving all necessary mitigating activities and the readjustment of the feedstock mix of the Refinery conversion units substituting crude with alternative feedstock such as fuel oil, naphtha and VGO. It is noted that the cumulative capacity of the Refinery conversion units exceeds the combined throughput capacity of its two crude processing units. Hence, the production capacity of the Company’s Refinery during the period of the repair works is estimated at a range of 65-80% of the Refinery’s total nominal capacity (i.e. crude plus other feedstock).

It is noted that the Company is comprehensively insured for property damages as well as for the loss of operational profits due to the interruption of operations as per usual market practice.

Maroussi, 7 November 2024

Release Date of Q3 2024 Financial Results / Update regarding the Energy Transition Strategy – Targets 2030

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that the financial results of Q3 2024 will be released after the close of business on Wednesday November 20th, 2024 while a teleconference has been scheduled for Thursday November 21st, 2024 at 17:30 hrs local time (UK: 15:30, EASTERN US: 10:30).

The Interim Financial Statements for the period 1.1.2024 – 30.9.2024 will be available on the Company website www.moh.gr (Investor Relations/ Financial Information/ Quarterly Financial Statements) as well as on the ATHEX website www.athexgroup.gr after the close of business on Wednesday November 20th, 2024.

Moreover, during the aforementioned conference call, the Company’s management will also provide an update with regards to the Energy Transition Strategy of the Group.

 

Maroussi, 6 November 2024

The Board of Directors

Update of the Year 2024 Financial Calendar – Decision for the distribution of interim dividend

The Board of Directors of MOTOR OIL (HELLAS) S.A. in its meeting of 29 October 2024 decided the distribution of a gross amount of Euro 0.30 per share as interim dividend for the year 2024. At the same meeting mentioned above, the Company’s Board defined the ex-date, record date and payment commencement date of the year 2024 interim dividend as follows:

Year 2024 ex-interim dividend date: Monday 23 December 2024 (that is, after 20 December 2024 which signifies the expiration date for the Futures Contracts on the Company’s stock and on the FTSE/ATHEX LARGE CAP index, in which it is included).

Shareholders entitled to the year 2024 interim dividend: Company shareholders registered in the electronic files of the Dematerialized Securities System (S.A.T) dated Friday 27 December 2024 (record date).

First day of payment of the year 2024 interim dividend: Friday 3 January 2025.

The payment details of the year 2024 interim dividend will be notified by the Company with a subsequent announcement.

Maroussi, 30 October 2024

The Board of Directors

ANNOUNCEMENT REGARDING A HELLENIC COMPETITION COMMISSION DECISION

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. (the Company) announces that on 30.09.2024 it received a decision of the Hellenic Competition Commission regarding the imposition of a fine of Euro 9.2 million on the Company for alleged – as indicated by the Commission – obstruction of an ex-officio audit performed by the Commission at the Company’s Headquarters in September 2021. Moreover, with the same decision a Euro 50,000 fine was imposed on the Company’s CEO Mr. Ioannis V. Vardinoyannis.

With reference to the above, the Company hereby clarifies the following:

  1. During the audit all Company executives cooperated with the auditors in compliance with their obligations as provided by the Law, fully responding to the auditors’ requests, facilitating the audit procedure as stated in the documentation for the rationale of the decision of the Commission. The audit conducted by the Hellenic Competition Commission concluded that there is no breach of competition legislation issues associated with the Company. All files and data requested by the auditors were submitted or provided.
  2. The allegation of the Commission regarding refusal of access to the office of the Company’s CEO Mr. Ioannis V. Vardinoyannis is invalid. All evidence clearly proving that the office area in question constitutes private premises not belonging or rented to any company of the MOTOR OIL Group, was timely submitted to the Commission. In any case, the said office area, although located within the same building housing the Company’s Headquarters, is positioned at a distinctly remote zone separate from the Company’s office spaces. The Commission demonstrated discriminating firmness insisting to enter and inspect private office premises in a way violating any sense of legality. It appears that the aim of the Commission was to create impressions rather than to detect law violations. Hence, the Commission auditors’ entrance in the Company’s CEO private premises was forbidden on the grounds that these premises are not included in the office spaces rented to the Company.

The Company strongly believes that the decision of the Hellenic Competition Commission is incorrect and unsubstantiated in its totality.

In view of the above, the Company will appeal to the relevant courts for the cancellation of the above-mentioned decision of the Hellenic Competition Commission and will use all judicial means for the protection of its interests.

 

Maroussi, 4 October 2024

Announcement

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that the fire which broke out in the afternoon of 17 September 2024 in the southern area of the Refinery of the Company has been put out.

The Refinery of the Company continues its operations presently at lower capacity level.

During the fire incident three (3) members of the staff of a subcontracting company suffered minor injuries. All three individuals have fully recovered.

As a result of the incident there have been damages for which the Company is fully insured both with regards to property damages and the loss of operational profits due to the interruption of its operations.

No danger exists for the Refinery area or the area surrounding it because of the fire incident.

The fire was put out due to the decisive contribution of the Fire Department and the Refinery personnel.

 

Maroussi, 18 September 2024

The Board of Directors

Announcement

Today, September 17th, a serious fire broke out in the area of ​​the refining units of the southern refinery of the Motor Oil Refineries in Agioi Theodorou due to unknown up to now causes. The situation is in recession.

As a result of the fire, 3 employees of a cooperating contractor company have been slightly injured in the upper limbs and were taken to the Corinth Hospital and are receiving all the necessary care.

Since the start of the incident, we are in continuous cooperation with the authorities.

We thank the Fire Department and its people, but also our people at the refinery for their cooperation from the very beginning.

Change in H1 2024 Financial Results teleconference time

MOTOR OIL (HELLAS) CORINTH REFINERIES S.A. hereby announces that the teleconference regarding the financial results of H1 2024 scheduled for Thursday 29 August 2024 will commence at 16:30 hrs local time (UK: 14:30, EASTERN US: 09:30) instead of 17:30 set initially.

Maroussi, 13 August 2024