55/2017: Agreements for pricing and sale of individual pre-emptive rights on Series K shares in RAFAKO S.A. and execution of relevant sale transactions
Further to Current Report No. 54/2017 of November 8th 2017, the Management Board of PBG S.A. (“PBG”, the “Company”) announces that on November 9th 2017 PBG’s subsidiary, Multaros Trading Company Limited of Limassol, Cyprus (“MTC”), together with Powszechna Kasa Oszczędności Bank Polski Spółka Akcyjna Oddział – Dom Maklerski PKO Banku Polskiego w Warszawie and Trigon Dom Maklerski S.A. of Kraków (jointly referred to as the “Banks”) concluded a pricing annex to the agreement for placement of individual pre-emptive rights on Series K shares in RAFAKO S.A. (the “IPRs”) (the “Agreement”), which arose in connection with: (i) MTC’s holding of 34,800,001 shares in RAFAKO S.A. (“RAFAKO”), and (ii) a public offering of 42,500,000 new Series K ordinary shares in RAFAKO, with pre-emptive rights in favour of the existing shareholders of RAFAKO, and the admission and introduction of the IPRs to trading on the regulated market operated by the Warsaw Stock Exchange (the “WSE”).
Under the annex, the Parties to the Agreement agreed on the sale price and the number of IPRs to be purchased by the Buyers:
Sale Price: PLN 0.10 (ten grosz) per Individual Pre-Emptive Right;
Number of IPRs: 17,254,649.
Upon conclusion of the pricing annex, on November 9th 2017, MTC and the Buyers executed sale transactions for the IPRs under the terms described above, for a total amount of PLN 1,725,464.90.
The Company’s Management Board further announces that in connection with the cooperation agreement concluded on October 24th 2017 (see the Company’s Current Report No. 50/2017), on November 9th 2017, PBG and MTC concluded with Fundusz Inwestycji Polskich Przedsiębiorstw Fundusz Inwestycyjny Zamknięty Aktywów Niepublicznych of Warsaw (hereinafter referred to as the “Investor”), a closed-end investment fund managed and represented by Towarzystwo Funduszy Inwestycyjnych BGK Spółka Akcyjna, an agreement obliging the Investor to purchase from PBG, and PBG to sell to the Investor, 7,665,999 IPRs, and obliging the Investor to purchase from MTC, and MTC to sell to the Investor, 17,545,352 IPRs. In the agreement, the Parties decided to change the then existing arrangements regarding the price of IPRs to be sold by PBG and MTC to the Investor, as announced by the Company in Current Report No. 50/2017 of October 24th 2017, and determined a new price of IPRs to be sold by PBG and MTC to the Investor at PLN 0.10 (ten grosz) per IPR. Pursuant to the agreement, the total price of IPRs sold by PBG to the Investor will be PLN 766,599.90 (seven hundred and sixty-six thousand, five hundred and ninety-nine złoty, 90/100), while the total price of IPRs sold by MTC to the Investor will be PLN 1,754,535.20 (one million, seven hundred and fifty-four thousand, five hundred and thirty-five złoty, 20/100).
The Management Board also announces that in the performance of the aforementioned agreement and the IPRs sell and buy orders placed by the parties, on November 9th 2017 PBG and MTC executed the IPRs sale transactions with the Investor under the terms described above.
Pliki:
current report 55/2017 (.pdf - 41,38 kB)