Description and objectives of the emission

The prospectus of URSUS S.A. of O series shares was drawn up in connection with the application for admission to trading on the regulated market of the Warsaw Stock Exchange of 15.000.000 of the ordinary bearer O series shares of the Company URSUS S.A., of the nominal value of 1 PLN each share.  The above-mentioned shares have been fully paid and subscribed by the authorized persons.

The legal basis of the emission of the Offeres Shares is the Resolution no. 25/2014 of the Ordinary General Meeting of the 26th May 2014 concerning conditional increase of the share capital of the company in order to grant shares of O series to holders of the Subscription Warrants of series 1 issued by the Company entitling to take up O series shares  under the resolution no. 24/2014.

 

The conditional increase of the share capital of the company according to the resolution no. 25/2014 was registered  by the Court on the 24th June 2014 (with complement to the decision of  the 2nd June 2014).

 On the 1st July 2014:

1. The Issuer offered the company POL-MOT Holding S.A. with the seat in Warsaw as an entitled entity  15 000 000 Subscription Warrants of Series 1 of the Company, used on the basis of the Resolution no. 24/2014 of the Ordinary General Meeting of the 26th May 2014,  entitling to acquire 15 000 000 (say: fifteen millions) ordinary  bearer shares of series O of the Company („O Series shares”), of  nominal value 1 (one) PLN each share, at the issuance price of  2 PLN (say: two) in the period from the day of taking up Subscription Warrants of Series 1. till the 31st May 2015.

2. The company POL-MOT Holding S.A. with the seat in Warsaw acquired offered 15 000 000 Subscription Warrants of Series 1 of the Company.

 The company POL-MOT Holding S.A. with the seat in Warsaw exercised its right to acquire O series shares of the Issuer, resulting from all possessed Subscription Warrants of Series 1. Of the Issuer, and after payment:

  1. On the 1st July 2014 acquired 5 000 000 of the Issuer’s shares of O series;
  2. On the 29th  July 2014. acquired 5 600 000 of the Issuer’s shares of O series;
  3. On the 30th  July 2014 acquired 2 800 000 of the Issuer’s shares of O series;
  4. On the 31st July acquired 1 600 000 of the Issuer’s shares of O series.

 

Upon payment and acquisistion by POL-MOT Holding S.A. of  15 000 000 ordinary  bearer shares of series O of the Company (all shares provided for in the Resolution of the general Meeting) the Issuer’s Management Board issued to POL-MOT Holding S.A. 15 000 000 shares of O series from no. 00000001 to 15000000 and the Issuer’s capital share was increased by the amount of 15 000 000 PLN.

After the above transactions the share capital of URSUS S.A. is 41.180.000 PLN, is fully paid up and is divided into 26 180 000 dematerialized shares and 15 000 000 shares in a document form.

The Issuer’s capital structure is the following:

Share capital:  41.180.000 zł.

Share nominal value: 1,00 zł.

The total number of votes resulting from all issued shares on the prospectus date is 41 180 000.

 

THE ISSUING PROSPECTUS  OF THE COMPANY URSUS S.A.

The Issuing Prospectus of URSUS S.A. of O series shares was drawn up in connection with the application for admission to trading on the regulated market of the Warsaw Stock Exchange of 15.000.000 of the ordinary bearer O series shares of the Company URSUS S.A., of the nominal value of 1 PLN each share.  This Prospectus was approved by as approved by the Financial Supervision Committee on the 31st December 2014.

The e-paper version of the prospectus was published under article 45 and 47 of the Act on public offer and the conditions for introducing financial instruments to the organised trading system, and on public companies of 29 July 2005 (Journal of Laws of 2005, No. 184, item 1539 with further amendments) on the Company’s website www.ursus.com.pl

The  prospectus is published in Polish version only.