Fernbank Partners LLC www.fernbankpartners.com info@fernbankpartners.

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May 18, 2011 VIA ELECTRONIC MAIL & MEDIA/PRESS
European Union Citizens, Member States & Institutions

RE:

ONE TIME OPPORTUNITY TO RECEIVE APPROXIMATELY 10% (€11,500,000,000) OF GREECE’S OUTSTANDING €110,000,000,000 DEBT FROM 2010, INSTEAD OF 1% (€1,400,000,000)

Dear European Union Citizens, Member States & Institutions: In this letter, we offer a solution, which will go a long way in helping prevent a likely Greek sovereign default. It is not a comprehensive solution, but a strong start to a daunting circumstance. Please kindly give it your consideration. We are long-term stakeholders in a partially state-owned Greek company, the Greek Organization of Football Prognostics (“OPAP”). We recognize and understand the demands upon the Hellenic Republic of Greece’s Government (“Greece” or “Greek(s)”) to sell its interest in certain assets, including its approximate 34% ownership interest in OPAP. Generally, these asset sales by Greece are appropriate as it must generate additional funds before requesting further assistance from the European Union (“EU”) and Greece’s creditors (“Creditors”). However, in the case of OPAP, the EU and Creditors may be leaving about €10,000,000,000 on the table, which can be used to repay an additional 9% of Greece’s €110,000,000,000 debt owed to Creditors. By negotiating several requirements regarding OPAP with Greece, the EU and Creditors can assist Greece in realizing significantly larger proceeds from a sale of OPAP, and hence a substantially larger repayment from Greece. If the EU, Creditors and Greece are patient and act sensibly through cooperation, the careful handling of OPAP will provide Greece an opportunity to pay down at least 10% of the €110,000,000,000 funds borrowed in 2010. We recommend and set forth these “Required Actions” (three of which are already up for discussion – items 1, 2 & 4): 1) ACTION: Greece extending OPAP’s license as the sole operator of lottery and sports betting until at least 2041. EFFECT: OPAP’s value immediately increases substantially because of how it is valued. We believe that the best manner to value OPAP is a conservative annuity calculation based on the life of the government gaming contract with a terminal value of zero. Currently, the gaming contract has a remaining life of nine years; we are proposing adding twenty-one years to the life of this contract, which significantly raises the value of the annuity calculation. 2) ACTION: Greece legalizing and selling OPAP an exclusive contract to operate its online gaming market until at least 2041 (currently, online gaming is illegal in Greece and it is estimated that 50% of all gaming in Greece is done through illegal online gaming). EFFECT: Properly implemented, Greece should be able to reduce illegal online gaming to 25% of the online market with OPAP retaining the 75% balance. Under such conditions, we estimate that, OPAP would immediately increase annual revenues from €5,100,000,000 to about €8,400,000,000. Annual income would 1

FERNBANK PARTNERS LLC similarly increase from €576,000,000 to about €1,000,000,000. The following is a conservative three-year estimate. Our present value calculation above assumes a base net income figure of €1,250,000,000, which is the estimated net income of OPAP in 2013 after the Required Actions are taken (almost certain to be understated) and is adjusted for inflation going forward.

3) ACTION: Agree, for a future acquirer’s benefit, not to change OPAP’s tax status/rates/structure until at least 2041. EFFECT: A future acquirer of Greece’s OPAP stake will factor into the price paid the likelihood that Greece will raise taxes on OPAP once it disposes of its interest. 4) ACTION: The EU settling the European Court of Justice case between Stanleybet International and OPAP, allowing Greece to govern their sovereign gaming industry. EFFECT: This provides certainty of OPAP’s future earnings, which should be reflected in an increased market price. Meanwhile, a future sale of Greece’s OPAP interest to an EU-based gaming company or companies, subject to Greek regulatory oversight, may obviate this legal issue and further foster a single market in the European Union. 5) ACTION: Labor requirements for OPAP’s future acquirer ensuring the Greek employees of OPAP their jobs and reasonable wages. EFFECT: Resolving some of the concerns of Greek public-sector employees and citizens regarding the impact of privatization on employment matters. The EU, Creditors and Greece can quickly implement the “Required Actions” listed above. Items 1, 2 &4 are being discussed and contemplated in Greece, with final details forthcoming. Items 3 & 5 are newer ideas, which Greece can write into law. To further address the concerns of the EU and Creditors, Greece can readily offer additional guarantees regarding OPAP: (a) to pay all dividends received from OPAP to debt service payments and (b) set a timetable for the Republic’s sale of its OPAP stake once the Required Actions are taken. Please note that OPAP currently pays approximately 85% of its net income in dividends on a biannual basis. How do we arrive at the figure of €11,500,000,000? Assuming the Required Actions we recommend regarding OPAP are promptly implemented, we just need to add up the numbers to arrive at an estimate of the net valuation effect of the Required Actions. We calculate that OPAP’s present value after the Required Actions are taken will be about €34,000,000,000. This is based on an annuity calculation for the next thirty years (until 2041) and on the above mentioned 2011 – 2013 projected numbers once the Required Actions are taken. Under this scenario, Greece’s approximately 34% stake would be worth €11,662,000,000, (we rounded down to €11,500,000,000).

2

FERNBANK PARTNERS LLC
Annuity
Options Annuity Option (1) Annuity Option (2) Terms annuity pays €576 million annually (adjusted for inflation) for the next 9 years annuity pays €1250 million annually (adjusted for inflation) for the next 30 years Realizable Value €6,000,000,000 €34,300,000,000 (34% of “Realizable Value”) €2,040,000,000 €11,662,000,000

Privatization
Options OPAP Privatization Option (1) OPAP Privatization Option (2) Terms Immediate Privatization without imposing the "Required Actions" Imposing the "Required Actions" then Privatize Realizable Value €4,300,000,000* €34,300,000,000 (34% of “Realizable Value”) €1,462,000,000 €11,662,000,000

*The difference from the Realizable Value in Annuity Option(1), we believe, to be from the cloud of uncertainty looming over OPAP.

In a letter to the Greek Finance Minister dated December 30, 2010, we explained how OPAP could be made more profitable through two steps: (1) extending OPAP’s license agreement beyond 2020 and (2) legalizing online gaming and selling OPAP the exclusive license. Our letter was intended to increase Greece’s revenues in order to improve its debt servicing abilities in light of the financial assistance it received in 2010. Based on Greece’s actions regarding OPAP since our letter was sent, it appears that the relevant authorities have realized the merit of our recommendations. Our recommended approach would dramatically increase the value of OPAP and thus Greece’s 34% stake. Under our approach, when sold by Greece, this stake would produce a significant repayment from Greece to its Creditors. Implementing the Required Actions only needs finalization of three Required Actions and cooperative negotiation of the other two items. Failing to implement the above proposal and forcing the Hellenic Republic to sell OPAP, without taking the Required Actions, could forever destroy the chance to recover an additional €10,000,000,000 (difference between €11,560,000,000 and €1,400,000,000, rounded down) for the Creditors. This would be a terrible error for all parties involved. Why would this be a dreadful blunder? A sale without implementing our Required Actions does not benefit any party privy to this issue, including but not limited to, the EU, Creditors, Greece’s government and economy, Greek employees and independent operating agents of OPAP, nor OPAP’s shareholders. Such a move will reduce Greece’s revenues and thus its long-term debt servicing abilities, increasing the likelihood of future defaults. Furthermore, under the current economic and media climate Greece is likely to fetch a sale price substantially lower for its stake in OPAP than at a future opportune time after the business value has been increased through the implementation of the Required Actions. It is important to note that OPAP currently has a low P/E ratio, especially when compared to other gaming companies in Europe; this is largely due to the uncertainty surrounding OPAP’s future. It is possible that the mere announcement of implementation of our recommended Required Actions might change the market’s outlook on OPAP and adjustment to a P/E Ratio more in line with other companies in OPAP’s industry, which will in turn raise OPAP’s market price and Greece’s value of its holding.

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FERNBANK PARTNERS LLC OPAP’s current numbers:
Market Price: Greek Stake: Revenues: Net Income: Long-Term Debt: P/E Ratio: €4,300,000,000 €1,462,000,000 €5,140,000,000 € 576,000,000 € 0 7.5

Do the Creditors want to receive today a mere €1,462,000,000 to put towards repayment of the Republic’s debt? Or would the Creditors rather receive about €11,500,000,000 in the near future (plus dividend income until the sale)? OPAP Privatization Value Immediate After “Required Actions” Economic Benefit of “Required Actions” Realizable Value €4,300,000,000 €34,300,000,000 €30,000,000,000 Available to Creditors Through Privatization (34% of “Realizable Value”) €1,462,000,000 €11,662,000,000 €10,200,000,000

As of May 18, 2011, OPAP’s market value was approximately €4,300,000,000, of which €1,400,000,000 is potentially available to Creditors through privatization (equivalent to Greece's 34% ownership interest in OPAP).  €1,400,000,000 is only 1.3% of the €110,000,000,000 debt owed by Greece. The prompt implementation of our proposed "Required Actions" would increase the realizable value of OPAP to about €34,000,000,000, of which €11,500,000,000 would be potentially available to creditors through privatization (equivalent to Greece's 34% ownership interest in OPAP).  €11,500,000,000 is about 10.5% of the €110,000,000,000 debt issued in last year’s bailout of Greece, enough to build some confidence and repay a meaningful amount of Greece's outstanding debt.   We remain ready and willing to discuss this matter in greater detail, to work with, advise and assist any and all interested and relevant parties concerning our Required Actions for OPAP. Our contact information is provided on the letterhead. Please contact us at your earliest convenience. Best Regards, Matthew C. Pauls & Alex Tabatabai, Esq. // Fernbank Partners LLC Disclosure: Cc: Fernbank Partners LLC manages Fernbank LLC, which owns shares of OPAP as a long-term investment.

Financials Times (London) (Copy to: Lex Column); Wall Street Journal (New York) (Copy to: Jason Zweig) (Copy to: Terence Roth) (Copy to: Costas Paris) (Copy to: Alkman Granitsas); International Times Herald (New York); Bloomberg (New York); Naftemboriki (Athens); Imerisia (Athens); Kerdos (Athens); Isotimia (Athens); Express (Athens); OPAP S.A. (Athens); Hellenic Republic of Greece’s Parliament (Athens); Prime Minister of the Hellenic Republic, George Papandreou (Athens); Finance Minister of the Hellenic Republic of Greece, Giorgos Papakonstantinou; Wolfgang Schäuble, German Finance Minister; Jörg Asmussen, German Finance Ministry state secretary; Handelsblatt (Germany); Nihon Keizai Shimbun (Japan); Luxemburger Wort (Luxemburg); Washington Post (Washington DC); Le Monde (France); Chicago Tribune (Chicago); Hong Kong Economic Times (Hong Kong); Turkish Finance Minister, Mehmet Şimşek (Istanbul); Danish Minister of Finance, Claus Hjort Frederiksen (Copenhagen); Chancellor of the Exchequer, George Osborne (London); Olli Rehn, European Monetary Affairs Commissioner (Brussels); Jean-Claude Trichet, President of the ECB (Frankfurt); John Lipsky, First Deputy Managing Director of the IMF (Washington DC) Fernbank Partners LLC letter to the Greek Finance Minister dated December 30, 2010.

Attachments:

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FERNBANK PARTNERS LLC Appendix “Required Action Summary Sheet”
Status ACTION EFFECT Increases number of future Cash Flows (Currently, the gaming contract has a remaining life of nine years, we are proposing adding twenty-one years to the life of this contract, which significantly raises the value of the annuity calculation) Significantly Increases OPAP’s Earning Power Ensures predictability of future Cash Flow Stream for future acquirer Strengthens predictability of future Cash Flow Stream, which makes OPAP more attractive for acquirer Resolves some of the concerns of the Greek public-sector employees regarding privatization Notes:

Current (Revision Needed)

1

Greece extending existing and licenses until 2041

OPAP Privatization increase by €10B

Current (Revision Needed)

2

Greece selling OPAP an exclusive contract to operate its online gaming market Agree, for a future acquirer’s benefit, not to change OPAP’s tax status/rates/ structure until at least 2041 The EU settling the European Court of Justice case between Stanleybet International and OPAP, allowing Greece to govern their sovereign gaming industry Labor requirements for OPAP’s future acquirer ensuring the Greek employees of OPAP their jobs and reasonable wages

Revenue Increase: €3B Income Increase: €500M

New

3

Current (Closure Needed)

4

New

5

5

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