NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE
OR IN PART, IN OR INTO
This regulatory announcement is an advertisement and not a prospectus and investors should not subscribe for or purchase any transferable securities referred to in this announcement except on the basis of information contained in the Prospectus and the Greek Offer Documents proposed to be published by Coca-Cola HBC AG in due course in connection with the proposed Greek exchange offer and the admission of the ordinary shares of Coca-Cola HBC AG to the premium segment of the Official List of the United Kingdom Listing Authority and to trading on the London Stock Exchange plc's main market for listed securities (the "Admission"). A copy of the Prospectus will, following publication, be available from Coca-Cola HBC AG's website at http:// www.coca-colahbcag.com.
FOR IMMEDIATE RELEASE Coca-Cola HBC AG Update on the announced voluntary share exchange offer
Zug,
The exchange offer is subject to the necessary regulatory approvals. Coca-Cola HBC AG is working closely with the relevant regulators to obtain these approvals and currently expects commencement of the acceptance period after publication by Coca-Cola Hellenic Bottling Company S.A. of its 2012 financial statements and completion of the voluntary share exchange offer early in the second quarter of 2013.
Important Notices General The Exchange Offer described herein is addressed to the
shareholders of Coca?Cola Hellenic and only to persons to whom it may be
lawfully addressed. The Greek exchange offer will be made in the territory of
the Hellenic Republic and to the public in the
The Exchange Offer is not being made, directly or indirectly,
by mail or by any means in or into
No person receiving a copy of this announcement or of any Greek
Offer Document in any jurisdiction outside the Hellenic Republic, the
Separate documentation for the U.S. exchange offer will be made
available to holders of ordinary shares of Coca?Cola Hellenic located in
Coca?Cola HBC AG and Coca?Cola Hellenic may be required to file
materials relevant to the U.S. exchange offer with the U.S. Securities and
Exchange Commission (the "SEC"). Such documents, however, may not all be
currently available. INVESTORS ARE URGED TO READ ANY DOCUMENTS REGARDING THE
POTENTIAL TRANSACTION FILED OR TO BE FILED WITH THE SEC IF AND WHEN THEY BECOME
AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors will be
able to obtain a free copy of such filings without charge, at the SEC's website
(http://www.sec.gov) once such documents are filed with the SEC. Copies of such
documents may also be obtained from Coca?Cola HBC AG and Coca?Cola
Hellenic,without charge, once they are filed with the SEC.No offering of
securities shall be made in
This regulatory announcement does not contain, constitute or
form part of any offer or invitation to sell or subscribe or any solicitation of any offer to purchase or subscribe for any securities in any jurisdiction, and neither this announcement (nor any part of it) nor the fact of its distribution form the basis of, or may be relied upon in connection with, or act as any inducement to enter into, any contract or commitment whatsoever.
European Economic Area
In member states of the European Economic Area ("EEA") other
than
Cautionary Statement Regarding Forward-Looking Statements
The information contained in this announcement is for
background purposes only and does not purport to be full or complete. No reliance may or should be placed by any person for any purposes whatsoever on the information contained in this announcement or on its completeness, accuracy or fairness. The information in this announcement is subject to change. The dates of the Exchange Offer and the Admission may change. There is no guarantee that the Exchange Offer and the Admission will occur and you should not base your financial decisions on Coca?Cola HBC AG's intentions at this stage in relation to the Exchange Offer and the Admission.
This announcement contains forward-looking statements that
involve risks and uncertainties. These statements may generally, but not always, be identified by the use of words such as "believe," "outlook," "guidance," "intend," "expect," "anticipate," "plan," "target" and similar expressions to identify forward-looking statements. All statements other than statements of historical facts, including, among others, statements regarding expected take-up of the Exchange Offer; plans for Coca?Cola Hellenic and for Coca?Cola HBC AG following completion of the Exchange Offer; planned times and places of listings of the ordinary shares and American depositary shares of Coca?Cola HBC AG; planned de-listings and U.S. de-registration of the ordinary shares and American depositary shares of Coca?Cola Hellenic; Coca?Cola Hellenic's future financial position and results; Coca?Cola Hellenic's outlook for 2013 and future years; business strategy; the effects of the global economic slowdown; the impact of the sovereign debt crisis, currency volatility, Coca?Cola Hellenic's recent acquisitions, and restructuring initiatives on Coca?Cola Hellenic's business and financial condition; Coca?Cola Hellenic's future dealings with The Coca?Cola Company; budgets; projected levels of consumption and production; projected raw material and other costs; estimates of capital expenditure and plans and objectives of management for future operations, are forward-looking statements. You should not place undue reliance on such forward-looking statements. By their nature, forward-looking statements involve risk and uncertainty because they reflect current expectations and assumptions as to future events and circumstances that may not prove accurate. Actual results and events could differ materially from those anticipated in the forward-looking statements for many reasons.
Although Coca?Cola HBC AG believes that, as of the date of this
announcement, the expectations reflected in the forward-looking statements are reasonable, Coca?Cola HBC AG cannot assure you that future events will meet these expectations. Moreover, neither Coca?Cola HBC AG nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. After the date of this announcement, unless Coca?Cola HBC AG is required by law or the rules of the United Kingdom Financial Services Authority to update these forward-looking statements, Coca?Cola HBC AG will not necessarily update any of these forward-looking statements to conform them either to actual results or to changes in expectations.