S & B INDUSTRIAL MINERALS S.A.

Annoucement in relation to a change in voting rights

S&B Industrial Minerals S.A. (the Issuer), pursuant to the provisions of article 14 of L. 3556/2007, articles 10 & 13 of L.3340/2005, as they stand in effect, and in combination with the relevant Hellenic Capital Market Commission's decisions and the notifications and relevant TR-1 forms it received on 9 May 2012, announces the following:

 

1.        By an over-the-counter (OTC) transaction, Mrs Aikaterini G. Kyriacopoulos, transferred on May 8, 2012 7,348,725 common, vote-bearing shares of the Issuer, representing 14.38% of its share capital and voting rights, to Luxembourg based company Blue Crest Holding S.A., a fully controlled entity by Mrs. Kyriacopoulos who is its sole shareholder. The transfer represents a contribution in kind in the share capital increase of Blue Crest Holding S.A.

2.     By an OTC transaction, Ms Flora Maria P. Kyriacopoulos, duly obliged person as a member of the Board of Directors of the Issuer, transferred on May 8, 2012 2,332,603 common, vote-bearing shares of the Issuer, representing 4,56% of its share capital and voting rights, to Luxembourg based company Blue Water Holding S.A., a fully controlled entity by Ms Kyriacopoulos who is its sole shareholder. The transfer represents a contribution in kind in the share capital increase of Blue Water Holding S.A.

3.     By an OTC transaction, Mr. Ulysses P. Kyriacopoulos, duly obliged person as a member of the Board of Directors of the Issuer, transferred on May 8, 2012 1,553,309 common, vote-bearing shares of the Issuer, representing 3,04% of its share capital and voting rights, to Luxembourg based company High Gate Holding S.A., a fully controlled entity by Mr. Kyriacopoulos who is its sole shareholder. The transfer represents a contribution in kind in the share capital increase of High Gate Holding S.A.

4.     By an OTC transaction, Luxembourg based Blue Crest Holding S.A., related legal entity to Mrs Aikaterini G. Kyriacopoulos who fully controls it as its sole shareholder, acquired from the latter on May 8, 2012 7,348,725 common, vote-bearing shares of the Issuer, representing 14,38% of its share capital and voting rights, as contribution in kind in the context of its share capital increase.

5.     By an OTC transaction, Luxembourg based Blue Water Holding S.A., related legal entity to Ms Flora Maria P. Kyriacopoulos who fully controls it as its sole shareholder, acquired from the latter on May 8, 2012 2,332,603 common, vote-bearing shares of the Issuer, representing 4,56% of its share capital and voting rights, as contribution in kind in the context of its share capital increase.

6.     By an OTC transaction, Luxembourg based High Gate Holding S.A., related legal entity to Mr. Ulysses P. Kyriacopoulos who fully controls it as its sole shareholder, acquired from the latter on May 8, 2012 1,553,309 common, vote-bearing shares of the Issuer, representing 3,04% of its share capital and voting rights, as contribution in kind in the context of its share capital increase.

 

Based on the transactions that were notified to the Issuer on May 9, 2012 from Mrs Aikaterini P. Kyriacopoulos, Ms Flora Maria P. Kyriacopoulos,  Mr. Ulysses P. Kyriacopoulos and Blue Crest Holding S.A. with TR-1 Notification forms, the number of shares and voting rights changes as follows:

 

1.      After the transaction, the number of shares owned by Mrs Aikaterini G. Kyriacopoulos amounts to 3.761.028 (from 11.109.753 before the transaction) and the number of voting rights that are owned or controlled by herself to 19.192.041 or 37.55%, of which 3.761.028 or 7.36% directly and 15.431.013 or 30.19% indirectly. It is noted, that the total voting rights (direct and indirect) of Mrs Aikaterini G. Kyriacopoulos remain unchanged in comparison to her prior notification, as her indirect voting rights incorporate the voting rights acquired after the transaction by Blue Crest Holding S.A., which is fully controlled by Mrs Aikaterini G. Kyriacopoulos.

2.     After the transaction, the number of shares owned by Ms Flora Maria P. Kyriacopoulos amounts to 7.659.015 (from 9.991.618 before the transaction) and the number of voting rights that are owned or controlled by herself to 5.950.474 or 11.64%, of which 3.617.871 or 7.08% directly and 2.332.603 or 4.56% indirectly. It is noted, that the total voting rights (direct and indirect) of Ms Flora Maria P. Kyriacopoulos remain unchanged in comparison to her prior notification, as her indirect voting rights incorporate the voting rights acquired after the transaction by Blue Water Holding S.A., which is fully controlled by Ms Flora Maria P. Kyriacopoulos.

3.     After the transaction, the number of shares owned by Mr. Ulysses P. Kyriacopoulos amounts to 7.484.902 (from 9.038.211 before the transaction) and the number of voting rights that are owned or controlled by himself to 4.997.067 or 9.78%, of which 3.443.758 or 6.74% directly and 1.553.309 or 3.04% indirectly. It is noted, that the total voting rights (direct and indirect) of Mr. Ulysses P. Kyriacopoulos remain unchanged in comparison to his prior notification, as his indirect voting rights incorporate the voting rights acquired after the transaction by High Gate Holding S.A., which is fully controlled by Mr. Ulysses P. Kyriacopoulos.

4.     After the transaction, the number of shares and voting rights that are exclusively directly owned by Blue Crest Holding S.A. amounts to 7.348.725 (from 0 before the transaction). It is clarified, that the total voting rights of Blue Crest Holding S.A. are controlled 100% by Mrs Aikaterini G. Kyriacopoulos and are incorporated in her indirect voting rights.