The Management Board of KRUK S.A. (the “Company”) publishes information on a private placement (as defined in Art. 431.2.1 of the Commercial Companies Code) of the Company’s Series G bearer shares (the “Shares”), which were issued by way of a non-public procedure in connection with a share capital increase under Resolution No. 4 of the Company’s Extraordinary General Meeting of November 29th 2016 concerning: (i) an increase of the Company’s share capital by no less than PLN 1 and no more than PLN 1,000,000 to no less than PLN 17,744,217 and no more than PLN 18,744,216 through an issue of new Series G shares, complete disapplication of the existing shareholders’ pre-emptive rights to all new Series G shares, and private placement of the Shares with and among no more than 149 investors (the “Private Placement”); (ii) dematerialisation of the allotment certificates to Series G shares and new Series G shares and seeking admission of the allotment certificates to Series G shares and new Series G shares to trading on the regulated market operated by the Warsaw Stock Exchange (see Current Report No. 113/2016 dated November 29th 2016):
- Opening and closing dates of the subscription or sale: The bookbuilding process was carried out on December 15th and 16th 2016 and the share subscription agreements were executed on December 22nd 2016.
- Date of allotment of securities: The share subscription agreements were executed on December 22nd 2016.
- Number of securities offered for subscription or sale: 1,000,000 Shares.
- Reduction rate in individual tranches if even in one tranche the number of allotted securities was lower than the number of securities subscribed for: Not applicable.
- Number of securities for which orders were placed as part of the subscription or sale: No subscription orders within the meaning of the Commercial Companies Code were placed; 1,000,000 Shares were subscribed for in a private placement.
- Number of securities allotted in the subscription or sale: 1,000,000 Shares were subscribed for in a private placement.
- Price at which the securities were acquired (subscribed for): Subscription price of PLN 215 per Share.
- Number of persons who subscribed for the securities offered for subscription or sale in the individual tranches: Not applicable – the private placement was not divided into tranches.
- Number of persons that were allotted securities as part of the subscription or sale in the individual tranches: As part of the private placement, the Company signed share subscription agreements with 60 persons.
- Names of underwriters that subscribed for securities under underwriting agreements and number of securities subscribed for by each underwriter, actual price per security (issue price or selling price less the fee per security acquired by the underwriter under the underwriting agreement): No underwriting agreements were executed.
- Value of the subscription or sale, defined as the product of the number of securities offered and their issue or selling price: PLN 215,000,000.
- Total costs classified as issue costs, with a specification of at least the following costs: a) costs of preparing and carrying out the offering: PLN 3 700 000; b) costs of underwriting fees, separately for each underwriter: did not occur; c) costs of preparing the issue prospectus, including the cost of advisory services: did not occur; d) costs of marketing of the offering: did not occur.
- Average cost of the subscription or sale per security: PLN 3.70
Detailed legal basis: Par. 33.1 of the Regulation of the Minister of Finance of February 19th 2009 on current and periodic information […]