49/2022 – Conclusion of agreement on the taking over of shares with PKP PLK S.A.

Further to Current Report No. 37.2022, the  Management Board of Trakcja S.A. (the “Company”) hereby informs that the Company has concluded an agreement on the taking over of shares with PKP PLK S.A. (the “Agreement”), under which the Company has submitted an offer to PKP Polskie Linie Kolejowe S.A. (the “Investor”) for taking over 250 million ordinary bearer shares, series E, at the issue price of PLN 0.80 per one series E share, and the Investor accepted the offer for taking over the shares unconditionally, and accordingly, has taken over the foregoing series E shares in exchange for a cash contribution of PLN 200,000,000.00.

The most important provisions of the Agreement:
1.    The Investor shall make the contribution and pay for the taken over shares within 3 business days from the date of concluding the Agreement, to the bank account of mBank S.A.;
2.    The Company shall receive funds from the mbank Brokerage Office upon registration of the increase of the Company’s share capital by the registration Court.

The ordinary bearer shares, series E, have been issued by the Company pursuant to the resolution of the Extraordinary General meeting of 23 June 2022 on the increase of the Company’s share capital by the issue of ordinary bearer series E shares through private subscription, with the complete exclusion of pre-emptive rights of the to-date shareholders; dematerialization of series E shares; and amendments to the Memorandum.

Legal basis:
Article 17MAR