15/2013 – Conversion of Series D Bonds into Series H Shares and Registration of Series H Shares in the National Depository for Securities S.A.

In reference to Current Report No. 8/2013 dated February 1, 2013, No. 10/2013 dated February 5, 2013, and Report No. 14/2013 dated February 26, 2013, the Management Board of Trakcja S.A. (“Company”) informs that on February 28, 2013, pursuant to Resolution No. 126/13 dated February 18, 2013, of the National Depository for Securities S.A. (“KDPW”), 131 Series D bonds issued on January 31, 2013, based on Resolution No. 4 of the Extraordinary General Meeting of the Company dated December 12, 2012, and Resolution No. 2 of the Management Board of the Company dated January 12, 2013, identified with code PLTRKPL00071 (“Bonds”), were converted into 119,090,904 Series H shares of the Company, which are ordinary bearer shares with a nominal value of PLN 0.10 each, identified with code PLTRKPL00014 (“Shares”).

The conversion of Bonds into Shares occurred through the registration of Shares on February 28, 2013, in the relevant accounts maintained by KDPW (and on the respective securities accounts of the Bondholders) with the simultaneous deregistration of the Bonds from these accounts.

After the conversion of Bonds into Shares, the share capital of the Company amounts to PLN 35,119,638.40, divided into 351,196,384 shares, granting the right to the same number of votes at the Company’s general meeting of shareholders. The participation of the Shares after conversion in the Company’s share capital and at the Company’s general meeting of shareholders is 33.91%.

As of the date of this report, the remaining 66 Series D bonds have been subject to a request for conversion into Series H shares (as reported by the Company in Report No. 13/2013 dated February 19, 2013); however, the conversion has not yet been completed.

The Management Board of the Company will make the notification referred to in Article 452 § 2 and § 3 of the Commercial Companies Code Act of September 15, 2000 (“CCC”), in order to update the share capital registration, within the deadline provided in Article 452 § 4 CCC.

Legal Basis: Article 56(1)(2) of the Act of July 29, 2005, on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies, §5(1)(10) and §34(1)(1) of the Regulation of the Minister of Finance of February 19, 2009, on Current and Periodic Information Disclosed by Issuers of Securities and Conditions for Recognizing Information Required by the Laws of a Non-Member State as Equivalent.