| The offering and take-up of series A and B subscription warrants over series D shares as part of conditional share capital increase and take-up of series D shares |
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| Own release | |
| 17.10.2011 | |
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The Management Board of PETROLINVEST S.A. (hereinafter the “Company”, „Petrolinvest”) informs that on 17 October 2011, in accordance with the terms and conditions of the share purchase agreement regarding the shares in Silurian Hallwood Limited (“JVC”), concluded on 23 August 2011 with Tabacchi Enterprises Ltd. (“Tabacchi”) (the conclusion of which was announced by the Company in current report No. 83/2011) (the “JVC Share Purchase Agreement”), the Company received from Tabacchi a request for Petrolinvest to issue in favour of Tabacchi, on a free-of-charge basis, 1,492,592 subscription warrants authorising to subscribe for shares in the Company in the conditionally increased share capital of Petrolinvest.
In connection with the above request, and in connection with the Resolution of the Extraordinary General Meeting dated 27 September 2011 regarding the issuance of subscription warrants, the conditional share capital increase of the Company, exemption of the pre-emptive rights of the existing Company shareholders, and amendment of the Articles of Association (the “Issue Resolution”) disclosed in Current Report no. 101/2011, on 17 October 2011, the Company’s Management Board adopted a resolution on defining the detailed terms and conditions of issue of the series A subscription warrants (the “series A Subscription Warrants”), offering the series A Subscription Warrants, defining the specific wording of the collective certificate for the series A Subscription Warrants and establishing the issue price for the series D shares issued to the holders of the series A Subscription Warrants. The Management Board resolved to issue 1,492,592 registered series A Subscription Warrants and to offer them for take-up to Tabacchi via a private tender. The series A Subscription Warrants were taken up by Tabacchi. Subsequently, Tabacchi exercised its rights under the series A Subscription Warrants to take up 1,492,592 ordinary series D bearer shares of the Company. In addition, the Management Board of the Company informs that on 17 September 2011, under the share purchase agreement for Silurian Sp. z o.o. (“Silurian”) concluded on 23 August 2011 with Tabacchi (the conclusion of which was announced by the Company in current report no. 83/2011) (“Silurian Share Purchase Agreement”), the Company received a request from Tabacchi for 1,877,777 free-of-charge subscription warrants issuable by Petrolinvest, entitling to the take-up of the Company’s shares in the conditionally increased share capital of Petrolinvest. In connection with the above request and with the Issue Resolution disclosed in current report no. 101/2011, on 17 October 2011, the Company’s Management Board adopted a resolution on defining the detailed terms and conditions of issue of the series B subscription warrants (the “series B Subscription Warrants”), offering the series B Subscription Warrants, defining the specific wording of the collective certificate for the series B Subscription Warrants and establishing the issue price for the series D shares issued to the holders of the series B Subscription Warrants. The Management Board resolved to issue 1,877,777 registered series B Subscription Warrants and to offer them for take-up to Tabacchi via a private tender. The series B Subscription Warrants were taken up by Tabacchi. Subsequently, Tabacchi exercised its rights under the series B Subscription Warrants to take up 1,877,777 ordinary series D bearer shares of the Company. |




