Athens, Greece – 10 February 2025 – The société anonyme Metlen Energy & Metals S.A. («METLEN»), pursuant to the provisions of articles 9, 10, 11, 14 and 21 of Law 3556/2007, as currently in force, of Section 4 of the ATHEX Exchange Rulebook as well as of Regulation (EU) 596/2014, and based on the relevant information received from Fairfax Financial Holdings Limited ("FFH"), announces that on 10.02.2025, due to the exercise of the exchange right under the terms of the already announced exchangeable bond loan issued on 07.02.2023 by METLEN, the companies COMPANY and ZENITH INSURANCE COMPANY (CANADA) (hereinafter: the "Bondholders") acquired a total of 2,500,000 common registered voting shares of METLEN, which represent 1.75% of its total voting rights; as a result, their previous participation in METLEN, partly through holding of exchangeable bonds, in the sense of article 11 par. 1 of Law 3556/2007, was converted in its entirety into participation through holding of shares. These shares, added to METLEN shares already held on the above date by the Bondholders, as well as by other legal entities belonging to the FFH group (hereinafter: the "Other Shareholders"), i.e. 6,688,047 common registered voting shares of METLEN, which represent 4.68% of its total rights, lead to a cumulative participation percentage through shares ownership, which amounts to 6.43% of the common registered voting shares of METLEN.
The Other Shareholders are: (a) Allied World Specialty Insurance Company, (b) Allied World Insurance Company, (c) Allied World Assurance Company (Europe) dac, (d) HWIC Value Opportunities Fund, (e) Eurolife FFH General Insurance Single Member SA, (f) Eurolife FFH Life Insurance Single Member SA, and (g) Odyssey Reinsurance (Barbados) Ltd..
The ultimate parent company of the Bondholders and the Other Shareholders, namely FFH, controls, through a chain of controlled entities, the Bondholders and the Other Shareholders, and therefore according to article 10 (e) of Law 3556/2007, indirectly owns the said shares. None of the FFH controlled entities owns independently more than 5% of METLEN’s voting rights.
According to the aforementioned notification, FFH is not a controlled entity, within the meaning of article 3 par. 1 (c) of Law 3556/2007, by any natural person or legal entity.
Therefore, as a result of the above, as of 10.02.2025, FFH holds indirectly, through controlled entities, METLEN shares corresponding to a participation percentage of 6.43% of its total voting shares, and the exchangeable bonds issued on 10.02.2023 were returned to METLEN for cancellation.
In the context of the aforementioned exchange, on 10.02.2025 METLEN allocated 2,500,000 own shares to the Bondholders. Following the aforementioned transaction, METLEN holds in aggregate 2,932,714 own shares, percentage 2.0524% of the total number of shares issued by it.
