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Perseas recommends its shareholders to accept the PO of CLR

Further to our announcement dated June 20, 2003, we wish to inform our shareholders and investors that on the meeting held on Wednesday, June 25, 2003, the Board of Directors examined the Public offer of CLR Financial Services Ltd for the acquisition of up to 100% of the share capital, as well as 100% of warrants of Perseas Investments Ltd, by offering for every fully paid share of the Company, one issued fully paid share of CLR Investment Fund possessed by CLR Financial Services and CYP 0.001 for each warrant.

This announcement is based on the CSE Regulations (Public Offer for the Acquisition of Titles and Merger of Companies Listed in the CSE) to announce the opinion of the Board of Directors on the offer.

Having examined the provisions of the Public Offer document and the economic figures and prospects of the Company, the Board of Directors decided to recommend its shareholders to accept the offer, taking into consideration the following:

(a) The offer will be advantageous for the shareholders of Perseas Investments, if the proposal of CLR Financial Services is based on the net asset value of Perseas, which on December 31, 2002 amounted to 19.91 cents. The consideration, which concerns the already issued shares of CLR Investment Fund Limited, will be offered to its shareholders.

Perseas has a long-standing performance through its broad portfolio both in CSE-listed shares and ventures in the private sector, provided that that the prevailing negative climate will improve.

(b) Despite the fact that the intrinsic value of warrants of Perseas Investments is zero since the market value of the share is lower that the exercise price of warrants, all warrant holders that will accept the offer, will receive the amount of CYP 0.001 for each warrant.

Having taken into account the above, as well as the report of the independent expert appointed for the evaluation of the Public Offer and for the investors’ interest, the Board of Directors decided to propose to the shareholders to accept the Public Offer of CLR Financial Services.

The Board of Directors would like to clarify that it has not acted in consultation with CLR Financial Services and is not aware of any other agreements with regard to the exercise of the right of vote attached in the Company’s titles. Despite the fact that Mr. Emilios Pantelides did not act in consultation with CLR Financial Services, he is a member of the Board of Directors of CLR Investment Fund, which is associated with the CLR Group.

Messrs. Michalis Hadjiadamou, Tasos Christoforou, Loizos, Loizou and Cleanthis Demosthenous, members of the Board of Directors of Perseas Investments Ltd, will accept the offer in relation to the shares they posses.

Pursuant to the relevant Regulations, the Board of Directors of Perseas Investments has sought the opinion of the audit firm KPMG, who expressed their view that the proposed consideration is fair and reasonable.

Copies of the announcement and the KPMG report will be published on Thursday, June 26, 2003 in newspapers “Alithia” and “Phileleftheros” and will be available at the Company’s office, 29 Vironos Avenue, CLR House, 1096 Nicosia.
Πέμπτη, 26 Ιουνίου, 2003 - 10:02