The management board of Globe Trade Centre S.A. (the “Company”) hereby announces that on 18 December 2015 it received notifications on a change in the shareholding of the Company by at least 1% of the votes in the Company as a result of acquisition of shares of the Company between 11 and 18 December 2015 (the “Notifications”) from:
- LSREF III GTC Investments B.V. (“LSREF III”); and
- Lone Star Real Estate Partners III L.P. (“Lone Star” and together with LSREF III, the “Notifying Parties”).
In the Notifications the Notifying Parties announced that:
- as of the date of the last notifications, LSREF III directly and Lone Star indirectly (through LSREF III), held 268,220,110 ordinary shares in the Company, which constituted 58.28% of the share capital and entitled the Notifying Parties to exercise 268,220,110 votes at the general meeting of the Company, i.e. 58.28% of the total number of votes at the general meeting of the Company;
- between 26 November and 18 December 2015, LSREF III directly and Lone Star indirectly (through LSREF III), acquired 6,829,648 ordinary shares in the Company, which resulted in the increase in the share in the total number of votes at the general meeting of the Company up to 59.77% (the “Transaction”). The acquisitions of shares settled before 11 December 2015 did not reach the statutory threshold of 1%. Therefore, first the acquisitions made on 11 December 2015 triggered the notification obligation.
- as at the date of the Notifications, after the settlement of the Transaction, LSREF III directly and Lone Star indirectly (through LSREF III), hold 275,049,658 ordinary shares in the Company, which constituted 59.77% of its share capital and entitled the Notifying Parties to exercise 275,049,658 votes at the general meeting of the Company, i.e. 59.77% of the total number of votes at the general meeting of the Company;
Moreover, the Notifying Parties did not exclude the possibility of further increasing their (direct or indirect, respectively) share in the total number of votes in the Company within 12 months of the date of the Notifications in order to strengthen their position as investors in the Company.
LSREF III announced that there are no subsidiaries thereof holding any shares in the Company, whereas Lone Star announced that the following entities controlled thereby hold shares in the Company: LSREF III (directly), LSREF3 GTC Holdings S.a.r.l. (indirectly, Lone Star Capital Investments S.a.r.l. (indirectly), Lone Star Global Lendings III Limited (indirectly), Lone Star Real Estate Fund III (U.S.), L.P. (indirectly) and Lone Star Real Estate Fund III (Bermuda), L.P. (indirectly).
The Notifying Parties further stated that, with respect to both Notifying Parties, there are no persons referred to in Article 87 section 1 point 3 letter c of the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies of 29 July 2005 (amended and restated: Journal of Laws of 2013, item 1382).
Legal basis: Art. 70 section 1 of the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies of 29 July 2005 (amended and restated: Journal of Laws of 2013, item 1382).