English
PolishThe Management Board of CELTIC PROPERTY DEVELOPMENTS S.A. (hereinafter “the Company”) informs, that today was informed that on 23 November 2012 the effect of valid subscription and take-up of D series shares took place. D series shares were issued within the limits of authorized capital, through the private issue of shares, on the basis of the Management Board resolution dated on 15 November 2012 on increase of the Company’s share capital within the limits of authorized capital through the issue of D series ordinary bearer shares with total exclusion of pre-emptive rights and on changes of Company’s statutes (hereinafter “the Resolution”). The Company’s Management Board has informed on the adoption of the Resolution in the current report No. 36/2012 on 16 October 2012.
The increase of the share capital and issue of D series shares was conducted on the basis of the resolutions of the Extraordinary General Meeting of the Company of 2 September 2010 regarding, among others, granting to the Management Board until 30 August 2013 the authority to make one or more capital increases of share capital within the limits of the authorized capital of not more than 2,500,000.00 PLN and on the basis of the Management Board Resolution of 15 October 2012 referred to above. D series shares were taken-up in the private subscription, which does not required the preparation of the issue prospectus. D series shares will be the subject of application for admission to trading on the Warsaw Stock Exchange regulated market.
The Company’s Management Board informs that:
1) The private subscription has started on 18 October 2012 and was finalized on 23 November 2012;
2) With regard to the fact that D series shares were taken-up following the private subscription the allocation of shares under the meaning given in the Commercial Companies Code did not take place;
3) Private subscription included 76,022.00 D series shares;
4) Within the D series shares issue, the reduction did not take place;
5) Within the subscription 76,022.00 D series shares were subscribed;
6) Within the subscription 76,022.00 D series shares were taken-up (shares were taken-up within private subscription without share allocation procedure);
7) D series shares were taken-up at the issue price of PLN 0.10 (ten groszy);
8) Within the subscription 5 persons subscribed for D series shares in the subscription;
9) Within the subscription, D series shares were taken-up by 5 persons (D series shares did not require allocation procedure);
10) D series shares were not subject to the underwriting agreement;
11) The total value of the subscription, being the product of the number of shares offered in shares take-up agreements, as presented in the point 6) and of the issue price (as presented in the point 7)) amounted to PLN 7,602,20.
12) Total D series shares issue costs, calculated on the basis of invoices received and accepted by the Company as on 28 November 2012 amounted to PLN 18,252.14 (brutto) and included (a) costs of preparing and carrying out of the offer: 17.176,44 PLN; (b) underwriters remuneration: 0,00 PLN; (c) preparation of the issue prospectus, including advisory costs: 0,00 PLN; (d) offer promotion: 0,00 PLN; (e) other costs: 1,075.70 PLN. The settlement of the costs of preparing and carrying out D series shares issue will be done in accordance with article 36.2b of the Accounting Act, i.e. by the reduction of the Company reserve capital;
13) According to the costs incurred as on 28 November 2012 the average cost of issue of D series shares allowable to one share within subscription amounted to 0.24 PLN.
Signatures of persons entitled to representation:
1. Andrew Morrison Shepherd, Chairman of the Management Board, 29 November 2012
2. Elżbieta Donata Wiczkowska, Member of the Management Board, 29 November 2012