DRAFT CASH OUT MERGER AGREEMENT Of the company By the companyDraft Cash Out Merger Agreement • July 29th, 2005 • TPG Advisors IV, Inc. • Telephone communications (no radiotelephone)
The above companies represented by their Boards of Directors, commenced negotiations for their merger, by absorption through buyout of the first, “TIM HELLAS TELECOMMUNICATIOS A.E.B.E.” by the latter “TROY GAC TELECOMMUNICATIONS S.A.”, according to the provisions of laws 2190/1920 and 2166/1993. For this purpose the companies draw up the present Draft Merger Agreement pursuant to article 69 in combination with article 79 of law 2190/1920 on societés anonymes, as in force.
