IEBA INVEST

January 2004

PROPOSAL FOR CAPITAL MARKET

Scope
The purpose of this presentation consists of detailing the proposed
operation that of acquiring the major stock in a company listed on the
Rasdaq market, followed by a merger between the company acquired and
the company previously established as described in the proposal for
business assistance, followed by an increase in the share capital in order to
fulfill the listing requirements of the BSE, with the final result the listing of
the new company on the Bucharest Stock Exchange. The listing on the
Bucharest Stock Exchange will come as a result of the process of
consolidation of the capital market. This consolidation consists of the
merger between the Bucharest Stock Exchange and Rasdaq market. The
process of consolidation will take place during 2004. The process to be
finalised with the acquisition of a Greek company by the Romanian listed on
BSE company.
This proposal represents a complex operation coordinated by IEBA INVEST
along with its partners in order to fulfill client requirements and in the same
time following capital markets procedures. This partnership is based on
the common desire and commitment of those involved in providing
competitive integrated services.
Proposed Approach
This alternative aims at reducing the standard period of time for reaching
the same objective- a Greek company to be listed on BSE. By using the
proposed method we can avoid the standard IPO procedure wich involves
higher costs. The proposed aproach is reached using a series of specific
operations performed together with our partners specialized in the legal,
fiscal and audit field, providing in the same time the minimum additional
costs.
This proposal is grounded also by the tendacy that have been noticed in the
Romanian capital market, reflected in National Securities and Exchange
Commission policy of sustaining the consolidation of the two capital market
segments ( BSE and RASDAQ market).
The steps of taking over a rasdaq listed public owned company
Identifying the eligible companies;
Research and analysis of the eligible companies;

IEBA INVEST

January 2004

Drafting an initial agreement;

Drafting the valuation report of the company subject of the takeover;
Due diligence and monitoring;
Rasdaq listed company - take-over process;
The merger process;
Meeting the Bucharest Stock Exchange listing requirements ( share
capital increase);
Greek company take-over process.