Deal Maker of the Year Awards 2012 WINNER - GREECE

DEAL: GCI II agrees to sell majority stake in Eurodrip SA to Paine & Partners Group

NAME: EVANGELOS I. LAKATZIS COMPANY: A. S. Papadimitriou & Partners Law Firm POSITION: Partner ADDRESS: Macedonia Building 367, Syngrou Ave. GR 175 64 Palaio Faliro TEL: + 30 - 210 - 9409.960/961/962/926/042 FAX: + 30 - 210 - 9409.043 EMAIL: eil@saplegal.gr

BIO:

Evangelos Lakatzis has participated as a legal advisor in numerous M&A, private eq- uity and other cross border transactions, representing venture capital firms, private equity funds, strategic investors and other industrial and commercial companies, mainly in the South Eastern Europe area. He joined A.S. Papadimitriou & Partners Law Firm in 2004 and he holds an LL.B. degree from University of Athens Law School and an LL.M degree from King’s College – London University.

A.S. Papadimitriou & Partners Law Firm was incorporated in March 2008, being essentially the continuation and evolution of the “S.A. Papadimitriou & Co” law office, founded in 1966 in Piraeus by Stelios A. Papadimitriou. Over the years, the firm’s area of expertise has been widely expanded in accordance with the requirements of its prominent clientele and the ever-changing legal and business environment. The firm’s areas of practice have been mainly focused on business, corporate and civil consultation and litigation on both national and international level. The firm operates under the supervision of its Managing Partner, Anthony S. Papadimitriou, and consists of a dynamic team with extensive experience and high level education in the areas of civil, commercial and maritime law. Cross border transactions and international cases are efficiently carried out by the firm in all major jurisdictions in co-operation, if required, with leading local law firms. The firm’s philosophy and approach is steadily focused on the provision of high quality services combined with the timely offer of tailor-made solutions to the individual needs of each client.

DEAL OVERVIEW:

We have acted (along with English law firm Edwards Wildman) as legal advisors of Aquanova International Holdings B.V., a company controlled by Global Capital Investors II (a private equity fund advised exclusively by Global Finance), in relation to the agreement for the sale of a majority stake in Eurodrip SA. Pursuant to the above agreement, Aquanova International Holdings B.V. agreed to sell a 56.49% stake in Eurodrip S.A. to a company controlled by Paine & Partners Capital Fund III at a 67% premium of the average six months stock exchange price. The purchaser has simultaneously agreed to the acquisition of an 11.04% stake owned by another shareholder in Eurodrip SA, at the same price per share. Completion of the transaction is subject to approval by competition authorities outside Greece and other conditions customary for similar transactions, which we anticipate to be fulfilled very soon.

Eurodrip S.A. manufactures industry leading drip irrigation solutions, which allow farmers to realize greater crop yields while more efficiently utilizing limited water resources. The company is listed on the Athens Exchange and has managed, under the guidance of Global Finance since the end of 2005, to achieve a more than double turnover increase, calculated at € 84 million and to multiply by 6 times its EBIDTA, exceeding € 12 million (based on the data of the twelve months period ending on 30.06.2012). The Group has market presence

in over 70 countries, with operating facilities in Greece, US, Turkey, Jordan, Peru and Mexico and is considered as one of the leading players in the field.

Having a long standing and strong relation with Global Finance, we have entered into this transaction being aware that the role of a legal advisor is, not only to safeguard the client’s interests, but to assist getting the deal done. Having this in mind, the key element was to achieve balance between legal safety and business efficiency. This helped us to address and overcome the challenges faced in the deal, which were basically caused by two factors: on one hand there were two counter parties with different starting points, mentality and way of operation and on the other, the deal was negotiated and agreed in a very sensitive (rather fragile) macro environment. Thus, for every issue that would arise, we needed to come up with ideas and alternatives that would offer legally safe, yet feasible, solutions.

I think that the Eurodrip deal shows that, with hard work and under strong leadership, a Greek company may become one of the market leaders and an attractive investment target. This is extremely important taking into consideration the present challenging era for Greece. I believe that more deals like this will follow and will contribute to a – much needed - new development era for Greece.