Current Report No. 11/2015 dated 18 May 2015
Significant blocks of shares / change in ownership
Legal basis: Article 70.1 of the Act dated 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public
Contents of the report:
The Management Board of Wirtualna Polska Holding S.A. (the “Company”) hereby announces that on this day, i.e. on 18 May 2015, the Company received a notification from one of its shareholders, European Media Holding S.à r.l. with its registered office in Luxembourg (the “Shareholder”), 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”).
The reduction occurred on 13 May 2015 following the registration in the Register of Entrepreneurs of the National Court Register of the increase of the Company’s share capital in connection with the public offering of 3.339.744 series E ordinary bearer shares with a nominal value of PLN 0.05 (five groszy) each in the Company.
Following the registration of the increase of the Company’s share capital, the Shareholder’s share in the Company’s entire share capital fell by 5.16 p.p., and the Shareholder’s share in the overall number of votes at the general meeting of the shareholders of the Company fell by 3.38 p.p.
Prior to the registration of the share capital increase, the Shareholder directly held 10,869,177 shares, representing 43.63% of the entire share capital of the Company and carrying the right to exercise 15,369,177 votes at the General Meeting, i.e. 41.20% of the total number of votes.
Prior to the registration of the share capital increase, the Shareholder directly held the following number of shares of the following types:
a. 4,500,000 registered series A shares preferred in such way that each share entitles its holder to exercise two votes, which together constitute 18.06% of the share capital of the Company and authorise their 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 ordinary bearer series B shares, which constitute 25.57% of the share capital of the Company and authorise their holder to exercise 6,369,177 votes, i.e. 17.07% of the overall number of votes at the General Meeting.
After the registration of the share capital increase, the 10,869,177 shares held by the Shareholder constitute 38.47% of the Company’s share capital and the 15,369,177 votes attached to such shares represent 37.82% of the overall number of votes at the General Meeting.
After the registration of the share capital increase the Shareholder holds the following numbers and types of shares:
a. 4,500,000 registered series A shares preferred in such way that each share entitles its holder to exercise two votes, which together constitute 15.93% of the share capital of the Company and authorise their holder to exercise 9,000,000 votes, i.e. 22.14% of the overall number of votes at the General Meeting; and
b. 6,369,177 ordinary bearer series B shares, which constitute 22.54% of the share capital of the Company and authorise their holder to exercise 6,369,177 votes, i.e. 15.67% 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.
Signatures of the representatives of the Company:
Jacek Świderski – President of the Management Board
Elżbieta Bujniewicz – Belka – Member of the Management Board/CFO