The Management Board of Globe Trade Centre Spółka Akcyjna (the “Company”) hereby announces that on 5 July 2018, the District Court for the Capital City of Warsaw in Warsaw, XIII Commercial Division of the National Court Register, registered the amendment to the Company’s articles of association introduced by way of resolution No. 17 of the Ordinary General Meeting of the Company dated 17 May 2018 regarding the increase of the Company's share capital through the issuance, solely to certain shareholders of the Company as of the dividend record date, of ordinary series M bearer shares, the exclusion of all of the pre-emptive rights of the existing shareholders to all of the series M shares, the amendment of the Company's statute, the application for the admission and introduction of the series M shares and/or rights to the series M shares to trading on the regulated market operated by the Warsaw Stock Exchange and the dematerialisation of the series M shares and/or rights to the series M shares.
The share capital amounts to PLN 48,353,699.60 (forty-eight million, three hundred and fifty-three thousand, six hundred and ninety-nine zlotys and 60/100) and is divided into 483,536,996 shares with a nominal value of PLN 0.10 each, including:
- 139,286,210 (one hundred and thirty-nine million, two hundred and eighty-six thousand, two hundred and ten) series A shares having a nominal value of PLN 0.10 (ten groszy) each;
- 1,152,240 (one million, one hundred and fifty-two thousand, two hundred and forty) series B shares having a nominal value of PLN 0.10 (ten groszy) each;
- 235,440 (two hundred and thirty-five thousand, four hundred and forty) series B1 shares having a nominal value of PLN 0.10 (ten groszy) each;
- 8,356,540 (eight million, three hundred and fifty-six thousand, five hundred and forty) series C shares having a nominal value of PLN 0.10 (ten groszy) each;
- 9,961,620 (nine million, nine hundred and sixty-one thousand, six hundred and twenty) series D shares having a nominal value of PLN 0.10 (ten groszy) each;
- 39,689,150 (thirty-nine million, six hundred and eighty-nine thousand, one hundred and fifty) series E shares having a nominal value of PLN 0.10 (ten groszy) each;
- 3,571,790 (three million, five hundred and seventy-one thousand, seven hundred and ninety) series F shares having a nominal value of PLN 0.10 (ten groszy) each;
- 17,120,000 (seventeen million, one hundred and twenty thousand) series G shares having a nominal value of PLN 0.10 (ten groszy) each;
- 100,000,000 (one hundred million) series I shares having a nominal value of PLN 0.10 (ten groszy) each;
- 31,937,298 (thirty-one million, nine hundred and thirty-seven thousand, two hundred and ninety-eight) series J shares with a nominal value of PLN 0.10 (ten groszy) each;
- 108,906,190 (one hundred and eight million, nine hundred and six thousand, one hundred and ninety) series K shares with a nominal value of PLN 0.10 (ten groszy) each;
- 10,087,026 (ten million, eighty-seven thousand, twenty-six) series L shares with a nominal value of PLN 0.10 (ten groszy) each; and
- 13,233,492 (thirteen million, two hundred and thirty-three thousand, four hundred and ninety-two) series M Shares with a nominal value of PLN 0.10 (ten groszy) each.
The total number of votes resulting from all of the issued shares is 483,536,996 votes.
Moreover, the Management Board of the Company presents the amendments introduced to the Company’s articles of association below.
The following is the new wording of Article 6 section 2 of the Company’s articles of association introduced on the basis of resolution No. 17 of 17 May 2018 of the Ordinary General Meeting of the Company and the statement of the Company's Management Board dated 11 June 2018 regarding the clarification of the share capital of the Company:
“The share capital of the Company amounts to PLN 48,353,699.60 (forty-eight million, three hundred and fifty-three thousand, six hundred and ninety-nine zlotys and 60/100) and is divided into:
- 139,286,210 (one hundred and thirty-nine million, two hundred and eighty-six thousand, two hundred and ten) series A shares having a nominal value of PLN 0.10 (ten groszy) each;
- 1,152,240 (one million, one hundred and fifty-two thousand, two hundred and forty) series B shares having a nominal value of PLN 0.10 (ten groszy) each;
- 235,440 (two hundred and thirty-five thousand, four hundred and forty) series B1 shares having a nominal value of PLN 0.10 (ten groszy) each;
- 8,356,540 (eight million, three hundred and fifty-six thousand, five hundred and forty) series C shares having a nominal value of PLN 0.10 (ten groszy) each;
- 9,961,620 (nine million, nine hundred and sixty-one thousand, six hundred and twenty) series D shares having a nominal value of PLN 0.10 (ten groszy) each;
- 39,689,150 (thirty-nine million, six hundred and eighty-nine thousand, one hundred and fifty) series E shares having a nominal value of PLN 0.10 (ten groszy) each;
- 3,571,790 (three million, five hundred and seventy-one thousand, seven hundred and ninety) series F shares having a nominal value of PLN 0.10 (ten groszy) each;
- 17,120,000 (seventeen million, one hundred and twenty thousand) series G shares having a nominal value of PLN 0.10 (ten groszy) each;
- 100,000,000 (one hundred million) series I shares having a nominal value of PLN 0.10 (ten groszy) each;
- 31,937,298 (thirty-one million, nine hundred and thirty-seven thousand, two hundred and ninety-eight) series J shares with a nominal value of PLN 0.10 (ten groszy) each;
- 108,906,190 (one hundred and eight million, nine hundred and six thousand, one hundred and ninety) series K shares with a nominal value of PLN 0.10 (ten groszy) each;
- 10,087,026 (ten million, eighty-seven thousand, twenty-six) series L shares with a nominal value of PLN 0.10 (ten groszy) each; and
- 13,233,492 (thirteen million, two hundred and thirty-three thousand, four hundred and ninety-two) series M Shares with a nominal value of PLN 0.10 (ten groszy) each.”
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 on 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 53.2 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 exclusively under an exemption or as part of transactions that are not covered by the registration requirements under the U.S. Securities Act.
Legal basis: § 5 point 1 of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic disclosures by issuers of securities and the conditions for recognising as equivalent the information that is required by the laws of a non-member state.
6.07.2018 12:00