Current report 21/20172017-05-30

Current report no. 21/2017 (30.05.2017)

Title:

Notice on increasing the currently owned share in the total number of votes at the Issuer’s General Meeting

Legal basis:

Art. 70 section 1 of the Act on Public Offering – acquisition or transfer of a significant block of shares

Message:

The Management Board of URSUS S.A. (Issuer) on the basis of the Art. 70 section 1 of the of the Act of Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated 29 July 2005 (Journal of Laws of 2016, item 1639, as amended, hereinafter referred to as „the Act”) hereby informs that on the 30th May 2017 received from INVEST – MOT sp. z o.o. (KRS no. 0000015858) a notice dated the 29th May 2017 on increasing by this company together with its subsidiaries the share in the total number of votes in the Company and reaching 50,066% shares and votes at the general meeting of URSUS S.A., reading as follows:

„The company INVEST – MOT sp. z o.o. with the seat in Warsaw, ul. Rajców 10, 00-220 Warsaw, entered into the Register of Entrepreneurs of the National Court Register (KRS) kept by the District Court District Court for the Capital City of Warsaw, XIII Commercial Department of the National Court Register, under KRS number 0000015858, share capital 2.001.000 PLN, NIP: 524-000-50-05, REGON: 002053265 (hereinafter referred to as the Company), according to the art. 69 sec. 1 point 1 of the of the Act of Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated 29 July 2005 (Journal of Laws of 2016, item 1639, as amended, hereinafter referred to as „the Act”), being at the same time the parent company of POL-MOT Holding S.A. with the seat in Warsaw and indirectly of REO Inwestycje Sp. z o.o. SKA, hereby informs that on the 29th May 2017, as a result of acquisition:

  1. on its own of 2 000 000 shares in the capital of URSUS S.A. representing 3,380% of the total shares and votes at the general meeting of URSUS S.A. and

  2. through its indirectly owned subsidiary POL-MOT Auto S.A. of 3 000 000 representing 5,069% of the total shares and votes at the general meeting of URSUS S.A.

reached, together with the previously owned by the subsidiary POL-MOT Holding S.A. 50,066% shares (29 629 000 shares together with REO Inwestycje sp. z o.o. SKA) and votes at the general meeting of URSUS S.A. The Company INVEST-MOT sp. z o.o. is the parent company of POL-MOT Holding S.A. and indirectly (through POL-MOT Holding S.A.) of the company POL-MOT Auto S.A. As a consequence of the transactions described above, which happened as a result of the registration on the 22nd May 2017 of the increase of the share capital of URSUS S.A. carried out under the authorization granted to the Management Board according to § 7 b of the Company’s Articles of Association (increase of the share capital within authorized capital) and according to the resolution of the Management Board of the 16th May 2017, there was no transfer of control over URSUS S.A., because the dominant (indirectly) shareholder has not changed.

INVEST – MOT sp. z o.o. with the seat in Warsaw is not party to any agreement, whose subject is or can be transfer of the right to exercise the voting right (art. 87 sec. 1 point 3 letter c of the Act).”

 

The information obligation of INVEST – MOT sp. z o.o. with the seat in Warsaw was materialised due to the fact that the previous entity holding the shares of URSUS S.A., was the subsidiary (of the highest degree) of INVEST – MOT sp. z o.o. with the seat in Warsaw, i.e. POL-MOT Holding S.A. with the seat in Warsaw together with its subsidiary REO Inwestycje Sp. z o.o. SKA. Due to the fact that the company from the group of POL-MOT Holding S.A., i.e. the company POL-MOT Auto S.A., as well as the parent company INVEST – MOT sp. z o.o., became shareholders of URSUS S.A., the obligation of notification, till now resting on POL-MOT Holding S.A., in connection with the event described above is assigned to the company INVEST – MOT sp. z o.o.

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