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Eurobank Board Calls Extraordinary Meeting to Approve Strategic Merger

Announcement and Meeting Details

Eurobank’s board of directors has summoned an extraordinary general meeting for December 3, 2025, where shareholders will be asked to approve a strategic merger with Eurobank Holdings S.A. The proposed merger will see Eurobank S.A. absorb Eurobank Holdings S.A., a move designed to foster operational efficiency and cost reduction.

Hybrid Meeting Format and Quorum Provisions

The meeting will be conducted in a hybrid format, offering shareholders the option to participate either in person at the Conference Centre in Nea Ionia or remotely via teleconference. Should the quorum not be met on the initial date, a subsequent meeting is scheduled for December 11, 2025, also utilizing the hybrid model.

Strategic Rationale for the Merger

The merger is part of a strategic reverse hive-down aimed at reducing administrative and accounting costs while simplifying the legal structure. This maneuver is expected to streamline supervisory compliance, particularly following the resolution of legacy non-performing loan issues, thereby strengthening the bank’s market positioning for the future.

Share Buyback Programme Adjustments

In light of the proposed merger, Eurobank Holdings has temporarily suspended its share buyback programme. Notably, between October 20 and October 21, 2025, the bank repurchased 879,000 of its shares on the Athens Stock Exchange at an average price of €3.4156 per share, totaling €3,002,347.79. As of October 21, 2025, Eurobank Holdings held 54,228,394 of its own shares, representing 1.4749% of its paid-up share capital.

Forward-Looking Financial Strategy

The share buyback programme is set to resume under Eurobank S.A. following the completion of the merger and the subsequent listing of the merged entity’s shares on the Athens Stock Exchange, anticipated in mid-December 2025. The programme’s remaining authorised amount of €122,919,881.27 will be utilised, with an endpoint of April 29, 2026. All treasury shares held by Eurobank Holdings will be cancelled upon merger completion, subject to the approval of the European Central Bank.

Legal Framework and Execution

The merger process is governed by specific provisions under Articles 6–21, 30–34, and 140 of Law 4601/2019, Article 16 of Law 2515/1997, and relevant provisions of Law 4548/2018. Authorized representatives have been appointed to sign the necessary documents before a notary, ensuring that all procedural steps are adhered to with precision.

Mercedes-Benz Posts Higher Profit Despite China Slowdown

Mercedes-Benz reported stronger-than-expected second-quarter results, lifting its shares on Tuesday despite mounting pressure from Chinese automakers and a weaker outlook for sales and revenue.

The earnings provided a boost for Europe’s auto sector, where manufacturers continue to grapple with tariffs, softer demand and intensifying competition from Chinese rivals. Volkswagen, Mercedes-Benz and BMW have all accelerated restructuring efforts in response.

Cost Discipline Lifts Quarterly Profit

Mercedes-Benz shares rose as much as 5.9% following the results before trimming gains to trade 3.5% higher by 1118 GMT. The company reaffirmed its profit margin guidance for its core passenger car business after reporting an adjusted return on sales of 4.0% for the second quarter, above market expectations and within its 3% to 5% target range.

“In an environment where some automakers are ringing alarm bells on their competitive positioning, Mercedes delivered a clear and confident message,” Morningstar analyst Rella Suskin said.

Second-quarter operating profit increased 22% to €1.5 billion ($1.7 billion), despite a 3% decline in revenue. Lower administrative and research and development costs, together with strong performances from the financial services and vans divisions, supported earnings, while the results also included a €131 million gain related to the planned sale of leasing subsidiary Athlon.

China Remains The Key Pressure Point

Despite stronger profitability, Mercedes continues to face a challenging market environment. Sales in China fell 30% during the second quarter, prompting the company to abandon earlier expectations for stable car sales and group revenue. It now expects both to decline slightly from a year earlier.

BMW also lowered its outlook in June following a deeper-than-expected slowdown in China, highlighting the pressure facing Germany’s premium carmakers. At the same time, Mercedes said Chinese manufacturers are increasingly expanding into European markets, although Chief Executive Ola Kaellenius said their focus remains on higher-volume segments rather than the premium market.

“But that is not a reason to sit back and be relaxed,” he said.

Manufacturing Shift Continues

Mercedes is also reshaping its manufacturing footprint. The company said its German factories will undergo a more aggressive push toward leaner production, although it declined to provide further details while talks with labour representatives continue. Production is also being expanded in lower-cost Eastern European locations, including Hungary, where the company is increasing capacity at its Kecskemet plant, as well as in Poland.

Chief Financial Officer Harald Wilhelm said the full-year margin for the passenger car division is expected to come in at the lower end of the company’s guidance range, reflecting a higher share of electric vehicle sales in Europe, which remain more expensive to produce and continue to weigh on profitability.

“We must continue to work flat out to reduce costs so that we can remain competitive on the prices of our products,” Kaellenius said.

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