CFI HOLDING S.A.: Conclusion of Agreements to Supplement Consolidation Shortfalls in Connection with the Issuer’s Share Consolidation Process
The Management Board of INTAKUS S.A., based in Wrocław (the “Issuer”), in reference to Current Report No. 45/2014 of 18 June 2014 regarding the resolution No. 5 adopted by the Extraordinary General Meeting of Shareholders on the consolidation (combination) of the Company’s shares, the supplementation of consolidation shortfalls, amendments to the Company’s Articles of Association, and the authorization of the Management Board and Supervisory Board, announces that on 22 August, the Issuer concluded two agreements with the shareholder RESTATA INVESTMENTS LIMITED, with its registered office at 28 Irish Town, Gibraltar (the “Shareholder”).
Under these agreements, the Shareholder agreed and committed to transfer free of charge shares held by it to the Issuer’s shareholders who have consolidation shortfalls arising from the planned share consolidation process at a ratio of 2000:1, to the extent necessary to eliminate such shortfalls. The Shareholder waived any rights arising from the transferred shares and does not expect any compensation in return, either from the Company or from the shareholders who will receive the shares to cover their consolidation shortfalls.
The first agreement concerns shareholders holding shares traded on the regulated market of the Warsaw Stock Exchange, while the second agreement concerns shares that have not been admitted to trading on the regulated market.
The Shareholder will transfer the shares subject to:
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The registration by the competent court of the amendments to §6 clauses 1 and 2 of the Company’s Articles of Association, reflecting the new number of shares and their new nominal value, and
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The designation by the Management Board of a record date in connection with the execution of the above-mentioned Resolution No. 5 of the Extraordinary General Meeting of Shareholders of 18 June 2014 regarding the consolidation (combination) of shares, the supplementation of consolidation shortfalls, amendments to the Articles of Association, and the authorization of the Management Board and Supervisory Board.
Legal basis: Art. 56(1)(1) of the Act on Public Offering and Conditions for Introducing Financial Instruments to Organized Trading and on Public Companies (Journal of Laws of 2009, No. 185, item 1439, as amended).