Referring to current report No. 1/2014 of 9 January 2014 in which Globe Trade Centre S.A. (the “Company”) announced the resolutions adopted by the extraordinary general meeting of the Company dated 9 January 2014, including resolution No. 3 regarding the increase of the Company’s share capital through the issuance of ordinary bearer series J shares, waiving the pre-emptive rights of the existing shareholders with respect to all the series J shares, the amendment of the Articles of Association of the Company and the seeking of the admission and introduction of the series J shares and the rights to the series J shares to trading on the regulated market operated by the Warsaw Stock Exchange as well as the dematerialisation of the series J shares and the rights to the series J shares (the “Issue Resolution”), the Management Board of the Company hereby announces that, following the completion of the book-building process for the series J shares pursuant to the Issue Resolution (the “Series J Shares”), acting pursuant to the authorisation granted to it in § 3 Section 1 Item 1 of the Issue Resolution, it has determined the issue price of the Series J Shares at PLN 7.00 (seven zloty) per one Series J Share, i.e. at the closing price for the shares in the Company on the regulated market operated by the Warsaw Stock Exchange on the session day preceding the date of the establishment of the issue price of the Series J Shares (9 January 2014).
The Management Board of the Company also resolved to offer for subscription to investors selected by the Management Board, on the terms set out in the Issue Resolution and the terms of subscription determined on the basis thereof, a total of 31,937,298 (thirty-one million, nine hundred and thirty-seven thousand, two hundred and ninety-eight) Series J Shares.
The final number of Series J Shares to be acquired by such investors under validly executed Series J Shares subscription agreements will be disclosed by the Company separately following the completion of the Series J Shares subscription period.
Furthermore, the Management Board of the Company hereby announces that the relevant agreements to subscribe for the Series J Shares allocated to the investors selected by the Management Board shall be concluded not later than on 16 January 2014.
Disclaimer:
This announcement was prepared in accordance with Article 56.1 of the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated 29 July 2005 (the “Act on Public Offering”). This announcement is for information purposes only and is made to satisfy the information requirements with which Globe Trade Centre S.A. as a public company the shares in which are admitted and introduced to trading on the regulated market operated by the Warsaw Stock Exchange must comply; furthermore, it does not constitute or form any part of any offer or invitation to directly or indirectly subscribe for, underwrite or otherwise acquire securities of Globe Trade Centre S.A., with its registered seat in Warsaw, or any solicitation of any offer to purchase or subscribe for such securities.
This announcement does not constitute any promotional campaign as set forth in Article 53.1 of the Act on Public Offering.
In particular, this announcement is not intended for distribution, whether directly or indirectly, from or to the United States of America or other jurisdictions where such distribution, publication or use is prohibited by law. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and may be offered or sold in the United States of America solely under an exemption or as part of transactions which are not covered by registration requirements under the U.S. Securities Act.
Legal basis: Art. 56.1.1 of the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated 29 July 2005 (confidential information).