2020 Current Reports EN

The Management Board of CPD SA (the “Company”), announces that the Company has received the notifications pursuant to Art. 69 of the Act of July 29, 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies (Journal of Laws of 2009 No. 184, item.1539), i.e.: 9 July 2020 from Laxey Group Limited and 10 July 2020 r. od Cooperatieve Laxey Worldwide.

The notices are attached bellow.

Notificatoin of LGL

Notification of CLW

 

Legal basis:

Article 70 point 1 and Art.70a of the Act on the offering – purchase or sale of a significant share package.

 

Signatures of persons authorized to represent the Company:

Elzbieta Wiczkowska, Member of the Management Board, 10 July, 2020

Iwona Makarewicz, Member of the Management Board, 10 July, 2020

Management Board of CPD S.A. (hereinafter the ”Company”) hereby reports that on 3 July, 2020 the Company has been notified by: Laxey Investors Ltd, Laxey Partners Ltd, LP Value Ltd, LP Alternative Fund Lp, The Value Catalyst Fund Limited, CPD S.A., entities closely related to the person performing  managerial duties at CPD S.A., and Elżbieta Wiczkowska Member of the Management Board of the Company, of transaction into shares, concluded on 25 June, 2020 referred to in art. 19 sec. 3 MAR regulation.

The notifications are attached to this report:

20200703_Laxey Investors_notification

20200703_Laxey Partners_notification

20200703_LP Value_notification

20200703_LPALP_notification

20200703_VCF_notification

20200703_CPD S.A._notification

20200703_E.Wiczkowska_notification

 

Legal basis:

Art. 19 par. 3 MAR – transactions conducted by entities closely associated with persons that discharge of managerial duties

Signatures of persons authorized to represent the Company:

1. Elżbieta Wiczkowska, Member of the Management Board, 3 July, 2020
2. Iwona Makarewicz, Member of the Management Board, 3 July, 2020

The Management Board of CPD SA (the “Company”), announces that the Company has received the notifications pursuant to Art. 69 of the Act of July 29, 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies (Journal of Laws of 2009 No. 184, item.1539), i.e.: 2 July 2020 from QVT Family Office Fund LP, and 3 July 2020 from The Value Catalyst Fund and LP Value Ltd.

The notice is attached to the Report bellow.

Notification of QVT

Notification of VCF

Notification of LPV

 

Legal basis:

Article 70 point 1 and Art.70a of the Act on the offering – purchase or sale of a significant share package.

Signatures of persons entitled to representation:

Elżbieta Wiczkowska, Member of the Management Board, 3 July, 2020

Iwona Makarewicz, Member of the Management Board, 3 July, 2020

Management Board of CPD S.A. with its registered office in Warsaw (the “Company”) announces, that as a result of the settlement on 25^th of June 2020, the Company, as a result announced by the Company on 2^nd of June, 2020, the Invitation to Submit Proposals for Sales of Shares of the Company (the “Invitation”), purchased through a brokerage house Pekao Investment Banking S.A. with its registered seat in Warsaw and Bank Polska Kasa Opieki S.A. with its registered seat in Warsaw, Biuro Maklerskie Pekao 4,779,565 shares of the Company (own shares).

The shares were acquired pursuant to No. 3 of the Extraordinary General Meeting of CPD S.A. of 28 February 2019 on acquisition of the shares of the Company for the purpose of redemption, which has been amended twice, i.e. by the Resolution no 3 of the Extraordinary General Meeting of CPD S.A. of 2 March 2020 on the amendment of resolution no 3 of the Extraordinary General Meeting of 28 February 2019 on the purchase of the shares of the Company for the purpose of redemption and Resolution No 18 of Ordinary General Meeting of CPD S.A. of Warsaw held on 27 May, 2020 on amending the Resolution No. 3 of the Extraordinary General Meeting of CPD S.A. of 28 February 2019 on acquisition of the shares of the Company for the purpose of redemption, amended by the Resolution no 3 of the Extraordinary General Meeting of CPD S.A. of 2 March 2020 on the amendment of resolution no 3 of the Extraordinary General Meeting of 28 February 2019 on the purchase of the shares of the Company for the purpose of redemption, pursuant to art. 362 § 1 point 5) Code of Commercial Companies.

The purchase price per share is 14.92 zł.

All the purchased shares are ordinary shares with a nominal value of 0.10 zł each. The purchased own shares of CPD S.A. (number of the 4,779,565 shares) represent 18.12% of the Company’s share capital and represent 4,779,565 votes at the General Meeting of the Company (18.12% of voting rights at the General Meeting of the Company).

Prior to the above mentioned purchase of 4,779,565 own shares, the Company already owned other than those indicated above, number of the 3,920,271 shares own shares representing 14.87% of the Company’s share capital and representing 3,920,271 votes at the General Meeting of the Company (14.87% of voting rights at the General Meeting of the Company).

In connection with the above, the Company jointly holds 8.699.836 own shares, representing jointly 32.99% of the share capital of the Company, except that in accordance with applicable regulations, the Company is not allowed to exercise the voting rights attached to own shares.

 

Legal basis:

Article 17.1 MAR – Inside information

Signatures of persons authorized to represent the Company:

Elżbieta Wiczkowska, Member of the Management Board, 25^th of June, 2020

Iwona Makarewicz, Member of the Management Board, 25^th of June, 2020

Management Board of CPD S.A. with its registered office in Warsaw (the “Company”) hereby announces, that in connection with announced on 2 June, 2020, the Invitation to Submit Proposals for Sales of Shares of the Company pursuant to which the Company proposed to acquire up to 4,779,565 shares of ordinary bearer shares ISIN code PLCELPD00013 (“Shares”), for the period for receipt of Offers to Sell the Shares held from 8 to 22 of June 2020, accepted 60 valid offers amounting to a total of 19,224,181 shares of the Company as well as 2,114,907 Additional Shares.

On 25^th June 2020, the Company has decided to accept all valid offers of Shares and make them reduction carried out in accordance with the principles set out in the Invitation. Because the Offers amounted to more than the number of shares offered by the Company of 4,779,565 shares, each offer will be execute in the part – the offer will be reduced in accordance with the principles described in the Invitation and Offers to be reduced on average by approximately 78% including Additional Shares.

 Acquisition of Shares by the Company, will take place as soon as the settlement ie 25^th of June, 2020.

 

 

Legal basis:

Article 17.1 MAR – Inside information

Signatures of persons authorized to represent the Company:

Elżbieta Wiczkowska, Member of the Management Board, 24^th of June, 2020

Iwona Makarewicz, Member of the Management Board, 24^th of June, 2020