Report 8/2015

24 lutego 2020

Current Report No. 8/2015 dated 7 May 2015

Significant blocks of shares / change in ownership

Legal basis: Article 70 section 1.1 of the act dated 29 July 2005 on public offering, the conditions governing the introduction of financial instruments to organised trading, and public companies, as amended.

Contents of the report:

The Management Board of Wirtualna Polska Holding S.A. (the “Company”) hereby announces that on this day, i.e. on 7 May 2015, the Company received from one of its shareholders, European Media Holding S.à r.l. with its registered office in Luxembourg (the “Shareholder”), a notification on the change in the Shareholder’s share in the total number of shares in the Company’s share capital and in the total number of votes at the general meeting of the shareholders of the Company (the “General Meeting”) in connection with the public sale of series B ordinary bearer shares in the Company.
The reduction occurred on 30 April 2015 as a result of the Shareholder allotting 5,852,634 series B ordinary bearer shares in the Company and recording those shares in institutional investors’ accounts on 6 May 2015. The shares were sold by the Shareholder in a public offering conducted on the basis of the Company’s prospectus approved by the Polish Financial Supervision Authority on 10 April 2015, subject to annexes and update notices to the prospectus (the “Prospectus”).
As a result of the public sale of the series B ordinary bearer shares in the Company, the Shareholder’s share in the total number of shares in the Company’s share capital fell by 23.49 p.p., and the Shareholder’s share in the total number of votes at the General Meeting fell by 15.69 p.p.
Prior to the sale of shares in the Company, the Shareholder held 16,721,811 shares, which represented 67.12% of the entire share capital of the Company and authorized the Shareholder to exercise 21,221,811 votes at the General Meeting, i.e. 56.89% of the total number of votes. Prior to the sale of shares in the Company, the Shareholder held the following numbers and types of shares:
a. 4,500,000 series A registered shares preferred in such way that each share entitled its holder to exercise two voting rights, which together constituted 18.06% of the share capital of the Company and authorized the holder to exercise 9,000,000 votes, i.e. 24.13% of the overall number of votes at the General Meeting; and
b. 12,221,811 series B ordinary bearer shares, which constituted 49.06% of the share capital of the Company and authorized the holder to exercise 12,221,811 votes, i.e. 32.76% of the overall number of votes at the General Meeting.

After the sale of the shares in the Company, the Shareholder holds 10,869,177 shares, which represent 43.63% of the entire share capital of the Company, and 15,369,177 votes attached to them constitute 41.20% of the overall number of votes at the General Meeting. After the sale of the shares in the Company, the Shareholder holds the following numbers and types of shares:
a. 4,500,000 series A registered shares preferred in such way that each share entitles its holder to exercise two voting rights, which together constitute 18.06% of the share capital of the Company and authorize the holder to exercise 9,000,000 votes, i.e. 24.13% of the overall number of votes at the General Meeting, and
b. 6,369,177 series B ordinary bearer shares, which constitute 25.57% of the share capital of the Company and authorize the holder to exercise 6,369,177 votes, i.e. 17.07% of the overall number of votes at the General Meeting.

The Shareholder’s subsidiaries do not hold any shares in the Company.

The Shareholder has not entered into any agreement that would convey the voting rights attached to any shares in the Company within the meaning of Article 87.1.3.c of the Act on Public Offering.

The Management Board informs that information on participation in the share capital of the Company indicated in this current report does not take into account the changes in the share capital that will result from the registration of the share capital increase by the issuance of ordinary bearer series E shares.

Legal basis: Article 70 section 1.1 of the act dated 29 July 2005 on public offering, the conditions governing the introduction of financial instruments to organised trading, and public companies, as amended.

Signatures of the individuals representing the Company:
Jacek Świderski – President of the Management Board
Elżbieta Bujniewicz – Belka – Member of the Management Board/CFO