NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN, OR INTO, THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH SUCH RELEASE, PUBLICATION OR DISTRIBUTION MAY BE SUBJECT TO RESTRICTIONS OR PROHIBITED BY LAW
The management board of Globe Trade Centre S.A. (the “Company”) hereby announces that the issue price of the series I shares has been determined at the level of PLN 4.45 (four zloty and 45/100) each.
The management board of the Company announces that on 29 May 2012 it adopted a resolution regarding the determination of the issue price of the series I shares, which will be issued pursuant to resolution No. 23 of the Ordinary General Meeting of the Company dated 16 April 2012 regarding the increase of the share capital of the Company through the issuance of ordinary bearer shares and the amendment of the Company’s Articles of Association (Statut) (the “Resolution on the Share Capital Increase”) (the “Series I Shares”), at the level of PLN 4.45, with the consent of the supervisory board of the Company. Moreover, the management board of the Company resolved not to exercise the right provided for in the Resolution on the Share Capital Increase to offer a lower number of the Series I Shares than the number stated in the Resolution on the Share Capital Increase, i.e. 100,000,000 (one hundred million).As a result of the above, one individual pre-emptive right will entitle the holder thereof to approximately 0.4558446324682 of a Series I Share, therefore more individual pre-emptive rights will entitle their holder to subscribe for a relevant multiple of approximately 0.4558446324682 of a Series I Share.
On 29 May 2012 the supervisory board of the Company adopted a resolution regarding the granting of consent for the determination by the management board of the issue price for the Series I Shares at the level of PLN 4.45 per one Series I Share.
Pursuant to the Resolution on the Share Capital Increase, the record date is 4 June 2012.
The prospectus prepared in connection with the offering of the Series I Shares and the application for admission and introduction of 219,372,990 individual pre-emptive rights to Series I Shares, the rights to Series I Shares and the Series I Shares to trading on the main market of the Warsaw Stock Exchange (the “Prospectus”) has been filed with the Polish Financial Supervision Authority by the Company. The prospectus has not yet been approved. The Company will publish the Prospectus immediately following its approval. The Series I Shares will be issued only if the Prospectus has been approved.
The material set forth herein is fulfillment of disclosure obligations Globe Trade Centre S.A. (the “Company”) is subject to, is for information purposes only and under no circumstances shall constitute the basis for any decision to invest in the securities of the Company. The prospectus (the “Prospectus”) prepared in connection with the public offering of the Company’s securities in Poland (the “Offering”) as well as the seeking of the admission and introduction thereof to trading on the main market of the Warsaw Stock Exchange after its approval by the Polish Financial Supervision Authority will be the sole legally binding document containing information on the Company and the offering of the Company’s securities in Poland. The Prospectus will be published in line with applicable provisions of law.
The material set forth herein is for informational and promotional purposes only and does not constitute an offer of securities for sale in the United States or any other. The Company’s securities have not been and will not be registered under the U.S. Securities Act of 1933, as amended (“Securities Act”), or the laws of any state, and may only be offered or sold within the United States under an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state laws. No public offering of the Company’s securities will be made in the United States.
It may be unlawful to distribute this document in certain jurisdictions. In particular this document is not for distribution in Canada, Japan or Australia. The information in this document does not constitute an offer of securities for sale.
Legal basis: Article 56.1.1 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated 29 July 2005 – confidential information.