58/2019 – Conclusion of agreements on taking up series B shares and series C shares

With reference to current report no. 54/2019 of Trakcja PRKiI S.A. (“Company”) of October 4, 2019 regarding the subscription and offer of series B ordinary bearer shares and series C registered ordinary shares, as well as the conclusion by the Company of an agreement on the placement of series B shares and series C shares and current report No. 55/2019 Companies of October 9, 2019 regarding the establishment by the Management Board of the number of shares offered and conclusion of an annex to the placement agreement, the Management Board of the Company informs that in connection with the offer of 10,279,909 (in words: ten million two hundred seventy nine thousand nine hundred nine) ordinary shares B series bearer, with a nominal value of PLN 0.80 (in words: eighty groszy) each (“Series B Shares”), and no less than 13,014,209 (in words: thirteen million fourteen thousand two hundred and nine) and not more than 25,014,209 (in words: twenty five million fourteen thousand two hundred and nine) series C registered ordinary shares (“Series C Shares”, including Series B Shares as “Shares”), implemented on the basis of Resolution No. 5 of the Extraordinary General Meeting of the Company of September 27, 2019 regarding the increase in the Company’s share capital by issuing series B ordinary bearer shares and Series C ordinary registered shares by way of private subscription, excluding the pre-emptive right of existing shareholders, dematerialisation and applying for admission and introduction to trading on the regulated market operated by the Warsaw Stock Exchange. rights to series B shares, series B shares, series C shares and amendments to the Company’s Articles of Association (“Resolution”), on October 10, 2019, the Company concluded with investors agreements to subscribe for 10,279,909 Series B Shares and 24,771,519 Series C Shares. The price for each Series B Share and each Series C Share, in accordance with the Resolution, was PLN 1.70. The total price for the Shares acquired was PLN 59,587,427.6, of which 12,242,952 Series C Shares were acquired by the current shareholder of the Company – COMSA S.A.U. (“COMSA”) and COMSA claims against the Company paid in offsetting in the total amount of PLN 20,813,018.40, of which the Company informed in current report 53/2019 of October 4, 2019.

Legal basis:

Article 17(1) of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (the Market Abuse Regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.

Disclaimer:

This current report has been made in accordance with the requirements of Article 17(1) of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC. This current report is for information purposes only and the purpose of its publication by the Company is solely to provide information on the conclusion by the Company and investors of agreements regarding the subscription of series B ordinary bearer shares and ordinary series C registered shares of the Company. This current report is not intended in any way, directly or indirectly, to promote the subscription of new shares and is not a promotional material prepared or published by the Company for the purpose of promoting or encouraging, directly or indirectly, the subscription of new shares or new issue shares. This material, or any portion thereof, is not for distribution, directly or indirectly, in or into the territory of the United States of America or other countries in which the public dissemination of information for the benefit of the public is prohibited.