Current report no : 32/2015
Report date : 10/3/2015
Abbreviated name : Ciech SA
Subject : Acquisition of assets of a significant value by a subsidiary
Legal basis : Art. 56 section 1 point 2 of the Act on Offering – current and periodic information
Report :
With reference to current report no. 30/2015 of 4 September 2015, the Management Board of Ciech S.A., with a registered office in Warsaw ("the Issuer" or "the Company") announces that it has gained knowledge from the subsidiary of the Issuer – CIECH Cerium sp. z o.o. sp.k. In Warsaw ("CIECH Cerium") of the taking, on 2 October 2015, by CIECH Cerium, of 1,655,137,440 shares of a company directly controlled by the Issuer - CIECH Soda Romania S.A. In Romania ("CSR"), during the first stage of subscription.
CIECH Cerium has taken the shares of CSR for the price of RON 413,784,360 (constituting the equivalent of PLN 393,336,730.13, according to the accounting books of CIECH Cerium). Total face value of the taken shares equals their acquisition price.
The shares taken by CIECH Cerium have the nature of long-term capital deposit in the capital group of the Issuer.
The funds for the acquisition of the CSR shares originate from the inter-group loan of the Issuer and from the own funds of CIECH Cerium.
The share of the shares taken by CIECH Cerium in the share capital of CSR (the share capital so far and the share capital determined by the resolution of the Shareholders' Meeting of 4 September 2015 - current report of the Issuer no. 30/2015) amounts to 75.056%.
The final share of CIECH Cerium in the share capital of CSR shall be known after the completion of the second stage of the subscription period and registration of an increase in the share capital by the competent registry court.
The share of CIECH Cerium in the share capital of CSR so far amounted to 94.0419% and 418,676,010 of the number of shares in the Shareholders' Meeting.
Criterion for considering the assets to be assets of a significant value: § 2 section 1 point 45 letter b) of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information (…) – the value of the acquired shares exceeds 10% of the value of revenues from sale of the capital group of the Issuer for a period of the last four financial quarters.
Legal basis: Art. 56 section 1 point 2 of the Act of 29 July 2005 on Public Offering (…) and § 5 section 1 point 1 and § 7, with reference to § 2 section 1 point 44 letter b) of the Regulation of the Minister of Finance of 19 February 2009 regarding current and periodic information (…).
Signatures of the Company’s Representatives : Maciej Tybura – President of the Management Board, Artur Osuchowski – Member of the Management Board
