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The Management Board of PETROLINVEST S.A. (“the Company”) announces that in relation to the cash payments in the amount of PLN 10,000,000 and PLN 2,000,000 respectively, received from Prokom Investments S.A. (“Prokom”) on 15 March 2011 and on 17 March 2011, made in execution of the agreement on financing concluded by the Company and Prokom on 20 March 2009, of which the Company informed the public in current report no 33/2009, amended by the annex dated 31 December 2010, of which the Company informed the public in current report no 1/2011 (“the Agreement on Financing”), on 18 March 2011 the Company received from Prokom as the entity which makes a direct equity investment into Company’s shares:
(i) a request to transfer to Prokom a number of shares that corresponds to the quotient of the amount equal to the direct equity investment in Company’s shares in the amount of PLN 12,000,000 performed by Prokom and the issue price equal to PLN 10.00, as well as
(ii) a call to offer to Prokom 1,200,000 ordinary bearer Company shares at an issue price of PLN 10.00 per share, that is for a total amount of PLN 12,000,000.
In connection with the said request and call, and also in connection with the resolution of the Extraordinary General Shareholders' Meeting dated 30 October 2010 regarding the issue of subscription warrants, conditional Company share capital increase, the exclusion of the pre-emptive rights of the existing shareholders of the Company and amendment of the statutes of the Company (the "Issue Resolution") published in current report no 85/2010, on 18 March 2011, the Management Board of the Company adopted a resolution regarding the offering of registered subscription warrants entitling to take-up of series B Company’s shares (“Subscription Warrants”) and setting forth detailed terms and conditions of the issue of the Subscription Warrants. The Management Board decided to issue 1,168,595 Subscription Warrants and offered them for subscription to Prokom. Subscription Warrants were subsequently taken up by Prokom. At the same time Prokom exercised its rights under the Subscription Warrants to take up series B shares and filed a statement of acquisition of 1,168,595 ordinary series B bearer shares of the Company. The Company shares, in a number which constitutes the difference between the number of shares participating in the call of Prokom and the number of shares to the acquisition of which the Warrants authorise, i.e. 31,405 shares in the Company, will be offered to Prokom later.
The issue price of the ordinary series B bearer shares, issued to holders of Subscription Warrants on the basis of the Issue Resolution within the scope of the conditional increase of the Company's share capital, was set by the Management Board at PLN 10.00 per share, considering statutory restrictions regarding the minimum issue price of shares. The issue price was approved by the Supervisory Board on 18 March 2011.
The value of the cash payment made by Prokom for the take-up of 1,168,595 series B shares was PLN 11,685,950. Funds acquired by the Company will first be used to finance works related to the Shyrak 1 well within the scope of the exploration and production projects in Kazakhstan.
The current total value of financing invested in PETROLINVEST S.A. by Prokom and the entities indicated by Prokom as part of performance of the Agreement on Financing was more than PLN 114 million, of which payments made in the current year amounted to PLN 46 million. Download current report no. 23/2011
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