GLOBE TRADE CENTRE S.A.
(Incorporated and registered in Poland with KRS No. 61500)
(Share code on the WSE: GTC.S.A)
(Share code on the JSE: GTC ISIN: PLGTC0000037)
(“GTC” or “the Company”)
Reference is made to current report No. 11/2018 of 17 May 2018. The management board of Globe Trade Centre S.A. (the “Company”) announces that the issue price of one Series M Share shall amount to PLN 8.58. The issue price of one Series M Share was determined as the arithmetic average of the daily volume-weighted average prices of the shares in the Company on the main market of the Warsaw Stock Exchange in the period of the 10 session days prior to 25 May 2018, i.e. the dividend date determined in resolution No. 5 of the annual general meeting of the Company of 17 May 2018 (the “Dividend Record Date”) (the “Dividend Resolution”) of PLN 8.91, decreased by the amount of the dividend per share indicated in the Dividend Resolution of PLN 0.33.
The issue price of the Series M Shares was determined in accordance with §1 section 4 of resolution No. 17 of 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 “Issue Resolution”).
The management board of the Company also announces that on 25 May 2018, acting pursuant to the powers granted pursuant to §3 section 1 of the Issue Resolution, it determined the timing and the terms of the Company’s submission to the Eligible Shareholders of offers to acquire the Series M Shares. The Company’s management board authorised Bank Zachodni WBK S.A. to represent the Company in any contacts with investors in connection with the issuance of the Series M Shares. In view of the above, the management board of the Company requests the investors who are Eligible Shareholders within the meaning of the Issue Resolution, i.e. the shareholders of the Company as at the Dividend Record Date, i.e.:
- who are “professional clients” (within the meaning of the Polish Act on Trading in Financial Instruments dated 29 July 2005, as amended); and
- whose shares are not registered only in the accounts maintained with Computershare Investor Services Proprietary Mimited
to contact Bank Zachodni WBK S.A., Al. Jana Pawła II 17, 00-854 Warsaw, contact person: (i) Katarzyna Surtel, [email protected], tel. (+48) 22 586 85 75; (ii) Andrzej Kazuś, [email protected], tel: +48 61 856 4650; by 6:00 p.m. Warsaw time on Wednesday, 30 May 2018 in order to obtain information regarding the actions required to subscribe for the Series M Shares.
The final number of the Series M Shares subscribed for by the Eligible Shareholders pursuant to validly executed subscription agreements regarding the Series M Shares will be separately disclosed by the Company after the completion of the subscription period for the Series M Shares.
Legal disclaimer:
This current report and the information set forth herein constitute the fulfilment of the applicable disclosure obligations of Globe Trade Centre S.A. as a public company the shares in which have been admitted to and introduced to trading on the regulated market of the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.). The publication of this communication is for information purposes only and does not constitute the making available of information to promote the purchase or acquisition of securities or an inducement of their purchase or acquisition, including within the meaning of Article 53 section 1 of the Polish Act of 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, as amended, and does not constitute a promotional campaign within the meaning of Article 53 section 2 of such act.
This current report and the information set forth herein may not be distributed, directly or indirectly, within the territory of or in the United States of America or any other jurisdiction where public distribution of the information contained in this current report may be subject to restrictions or may be prohibited by Maw. The securities referred to in this communication have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), 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.
Legal basis: Article 17 of Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC – inside information
Warsaw, Poland
Sponsor: Investec Bank Limited